e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended June 30, 2007
Commission file number 1-11607
DTE ENERGY COMPANY
(Exact name of registrant as specified in its charter)
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Michigan
(State or other jurisdiction of
incorporation or organization)
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38-3217752
(I.R.S. Employer
Identification No.) |
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2000 2nd Avenue, Detroit, Michigan
(Address of principal executive offices)
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48226-1279
(Zip Code) |
313-235-4000
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large
accelerated filer in Rule 12b-2 of the Exchange Act).
Large accelerated filer þ Accelerated filer o Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o No þ
At June 30, 2007, 170,649,715 shares of DTE Energys Common Stock, substantially all held by non-affiliates,
were outstanding.
DTE Energy Company
Quarterly Report on Form 10-Q
Quarter Ended June 30, 2007
Table of Contents
Definitions
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Coke and Coke Battery
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Raw coal is heated to high temperatures in ovens to separate
impurities, leaving a carbon residue called coke. Coke is
combined with iron ore to create a high metallic iron that
is used to produce steel. A series of coke ovens configured
in a module is referred to as a battery. |
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Company
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DTE Energy Company and any subsidiary companies |
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CTA
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Costs to achieve, consisting of project management,
consultant support and employee severance, related to the
Performance Excellence Process. |
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Customer Choice
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Statewide initiatives giving customers in Michigan the
option to choose alternative suppliers for electricity and
gas. |
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Detroit Edison
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The Detroit Edison Company (a direct wholly owned subsidiary
of DTE Energy) and subsidiary companies |
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DTE Energy
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DTE Energy Company, directly or indirectly the parent of
Detroit Edison, MichCon and numerous non-utility subsidiaries |
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EPA
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United States Environmental Protection Agency |
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FERC
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Federal Energy Regulatory Commission |
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GCR
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A gas cost recovery mechanism authorized by the MPSC,
permitting MichCon to pass the cost of natural gas to its
customers.
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ITC Transmission
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International Transmission Company
(until February 28, 2003, a wholly owned subsidiary of DTE Energy) |
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MDEQ
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Michigan Department of Environmental Quality |
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MichCon
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Michigan Consolidated Gas Company (an indirect wholly owned
subsidiary of DTE Energy) and subsidiary companies |
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MISO
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Midwest Independent System Operator, a Regional Transmission
Organization |
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MPSC
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Michigan Public Service Commission |
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Non-utility
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An entity that is not a public utility. Its conditions of
service, prices of goods and services and other operating
related matters are not directly regulated by the MPSC or
the FERC. |
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NRC
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Nuclear Regulatory Commission |
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Production tax credits
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Tax credits as authorized under Sections 45K and 45 of the
Internal Revenue Code that are designed to stimulate
investment in and development of alternate fuel sources. The
amount of a production tax credit can vary each year as
determined by the Internal Revenue Service. |
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Proved Reserves
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Estimated quantities of natural gas, natural gas liquids and
crude oil that geological and engineering data demonstrate
with reasonable certainty to be recoverable in future years
from known reserves under existing economic and operating
conditions. |
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PSCR
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A power supply cost recovery mechanism authorized by the
MPSC that allows Detroit Edison to recover through rates its
fuel, fuel-related and purchased power expenses. |
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Securitization
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Detroit Edison financed specific stranded costs at lower
interest rates through the sale of rate reduction bonds by a
wholly-owned special purpose entity, the Detroit Edison
Securitization Funding LLC. |
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SFAS
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Statement of Financial Accounting Standards |
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Stranded Costs
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Costs incurred by utilities in order to serve customers in a
regulated environment that absent special regulatory
approval would not otherwise be recoverable if customers
switch to alternative energy suppliers. |
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Subsidiaries
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The direct and indirect subsidiaries of DTE Energy Company |
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Synfuels
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The fuel produced through a process involving chemically
modifying and binding particles of coal. Synfuels are used
for power generation and coke production. Synfuel production
generates production tax credits. |
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Unconventional Gas
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Includes those oil and gas deposits that originated and are
stored in coal bed, tight sandstone and shale formations. |
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Units of Measurement |
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Bcf
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Billion cubic feet of gas
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Bcfe
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Conversion metric of natural gas,
the ratio of 6 Mcf of gas to 1 barrel of oil. |
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kWh
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Kilowatthour of electricity |
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Mcf
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Thousand cubic feet of gas |
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MMcf
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Million cubic feet of gas |
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MW
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Megawatt of electricity |
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MWh
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Megawatthour of electricity |
2
Forward-Looking Statements
Certain information presented herein includes forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve certain
risks and uncertainties that may cause actual future results to differ materially from those
presently contemplated, projected, estimated or budgeted. Many factors may impact forward-looking
statements including, but not limited to, the following:
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the higher price of oil and its impact on the value of production tax credits or the
potential requirement to refund proceeds received from synfuel partners; |
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the uncertainties of successful exploration of gas shale resources and inability to
estimate gas reserves with certainty; |
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the effects of weather and other natural phenomena on operations and sales to customers,
and purchases from suppliers; |
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economic climate and population growth or decline in the geographic areas where we do
business; |
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environmental issues, laws, regulations, and the cost of remediation and compliance,
including potential new federal and state requirements that could include carbon and more
stringent mercury emission controls, a renewable portfolio standard and energy efficiency
mandates; |
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nuclear regulations and operations associated with nuclear facilities; |
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impact of electric and gas Customer Choice programs; |
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impact of electric and gas utility restructuring in Michigan, including legislative amendments; |
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employee relations, and the negotiation and impacts of collective bargaining agreements; |
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unplanned outages; |
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access to capital markets and capital market conditions and the results of other
financing efforts which can be affected by credit agency ratings; |
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the timing and extent of changes in interest rates; |
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the level of borrowings; |
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changes in the cost and availability of coal and other raw materials, purchased power
and natural gas; |
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effects of competition; |
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impact of regulation by the FERC, MPSC, NRC and other applicable governmental
proceedings and regulations, including any associated impact on rate structures; |
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contributions to earnings by non-utility subsidiaries; |
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changes in and application of federal, state and local tax laws and their
interpretations, including the Internal Revenue Code, regulations, rulings, court
proceedings and audits; |
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the ability to recover costs through rate increases; |
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the availability, cost, coverage and terms of insurance; |
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the cost of protecting assets against, or damage due to, terrorism; |
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changes in and application of accounting standards and financial reporting regulations; |
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changes in federal or state laws and their interpretation with respect to regulation,
energy policy and other business issues; |
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uncollectible accounts receivable; |
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binding arbitration, litigation and related appeals; |
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changes in the economic and financial viability of our suppliers, customers and trading
counterparties, and the continued ability of such parties to perform their obligations to
the Company; |
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timing, terms and proceeds from any asset sale or monetization; and |
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implementation of new processes and new core information systems. |
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New factors emerge from time to time. We cannot predict what factors may arise or how such
factors may cause our results to differ materially from those contained in any forward-looking
statement. Any forward-looking statements speak only as of the date on which such statements
are made. We undertake no obligation to update any forward-looking statement to reflect events
or circumstances after the date on which such statement is made or to reflect the occurrence of
unanticipated events.
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DTE Energy Company
Managements Discussion and Analysis
of Financial Condition and Results of Operations
OVERVIEW
DTE Energy is a diversified energy company with 2006 revenues in excess of $9 billion and
approximately $24 billion in assets. We are the parent company of Detroit Edison and MichCon,
regulated electric and gas utilities engaged primarily in the business of providing electricity and
natural gas sales, distribution and storage services throughout southeastern Michigan. We operate
five energy-related non-utility segments with operations throughout the United States.
Net income
in the second quarter of 2007 was $385 million, or $2.20 per diluted share, compared to
a net loss of $33 million, or $.19 per diluted share, in the second quarter of 2006. Net income for
the six months ended June 30, 2007 was $519 million, or
$2.95 per diluted share, compared to net
income of $103 million, or $.58 per diluted share in the
comparable period for 2006. The increases were due, in part, to
$359 million in net income resulting from the gain on the sale of the Antrim shale gas exploration and
production business of $897 million ($569 million
after-tax), partially offset by losses recognized on related hedges
of $323 million ($210 million after-tax), including income
statement recognition of amounts previously recorded in other
comprehensive income. The 2006
results reflect significant reserves and impairments associated with our synfuel operations.
The items discussed below influenced our current financial performance and/or may affect future
results:
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Effects of weather and collectibility of accounts receivable on utility operations; |
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Impact of regulatory decisions on our utility operations; |
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Monetization of our Unconventional Gas Production business; |
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Monetization of our Power and Industrial Projects business; |
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Results in our Energy Trading business; |
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Synfuel-related earnings; and |
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Cost reduction efforts and required capital investment. |
UTILITY OPERATIONS
Our Electric Utility segment consists of Detroit Edison, which is engaged in the generation,
purchase, distribution and sale of electricity to approximately 2.2 million customers in
southeastern Michigan.
Our Gas Utility segment consists of MichCon and Citizens Fuel Gas Company (Citizens). MichCon is
engaged in the purchase, storage, transmission, distribution and sale of natural gas to
approximately 1.3 million residential, commercial and industrial customers in the State of
Michigan. MichCon also has subsidiaries involved in the gathering and transmission of natural gas
in northern Michigan. Citizens distributes natural gas in Adrian, Michigan to approximately 17,000
customers.
Weather - Earnings from our utility operations are seasonal and very sensitive to weather. Electric
utility earnings are primarily dependent on hot summer weather, while the gas utilitys results are
primarily dependent on cold winter weather. During the six months ended June 30, 2007, we
experienced colder weather in the initial three months in comparison to the comparable period of
2006, while we experienced warmer weather during the second quarter of 2007 compared to the
corresponding period of 2006.
Receivables - Both utilities continue to experience high levels of past due receivables, especially
within our Gas Utility operations, primarily attributable to economic conditions and a lack of
adequate levels of assistance for low-income customers.
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We have taken aggressive actions to reduce the level of past due receivables, including increasing
customer disconnections, contracting with collection agencies and working with the State of
Michigan and others to increase the share of low-income funding allocated to our customers. While
our levels of past due receivables remain high, our allowance for doubtful accounts expense for the
two utilities remained the same at approximately $39 million for each of the three months ended
June 30, 2007 and 2006. We experienced an $11 million decrease in allowance for doubtful accounts
expense to approximately $68 million during the six months ended June 30, 2007, in comparison to
$79 million during the six months ended June 30, 2006.
The April 2005 MPSC gas rate order provided for an uncollectible true-up mechanism for MichCon. The
uncollectible true-up mechanism enables MichCon to recover ninety percent of the difference between
the actual uncollectible expense for each year and $37 million after an annual reconciliation
proceeding before the MPSC. The MPSC approved the 2005 annual reconciliation on December 21, 2006,
allowing MichCon to surcharge $11 million beginning in January 2007. We filed the 2006 annual
reconciliation with the MPSC in the first quarter of 2007, requesting recovery of $34 million. The
following table provides the current amount outstanding and status of each respective year:
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(in |
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Millions) |
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Balance at |
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Balance at |
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June 30, 2007 |
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December 31, 2006 |
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Current Regulatory Filing Status |
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2005 (1) |
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6 |
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11 |
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Approved in December 2006; actively billing customers |
2006 (2) |
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34 |
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34 |
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Reconciliation filed with the MPSC in March 2007 |
2007 (2) |
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22 |
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Accruing; reconciliation filing scheduled for first quarter 2008 |
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Total |
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62 |
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45 |
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(1) |
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Classified as a current unbilled accounts receivable |
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Classified as a long-term regulatory asset |
Regulatory activity Detroit Edison filed a general rate case on April 13, 2007
based on a 2006 historical test year. The filing with the MPSC requests a $123 million, or 2.9
percent average increase, in Detroit Edisons annual revenue requirement for 2008. See Note 6 of
the Notes to Consolidated Financial Statements.
The MPSC issued an order on August 31, 2006 approving a settlement agreement providing for an
annualized rate reduction of $53 million for 2006 for Detroit Edison, effective September 5, 2006.
Beginning January 1, 2007, and continuing until April 13, 2008, one year from the filing of the
general rate case on April 13, 2007, rates were reduced by an additional $26 million, for a total
reduction of $79 million annually. Detroit Edison experienced a
rate reduction of approximately $17
million and $34 million in the three and six months ended June 30, 2007, respectively, as a result
of this order. The revenue reduction is net of the recovery of the amortization of the costs
associated with the implementation of the Performance Excellence Process. The settlement agreement
provides for some level of realignment of the existing rate structure by allocating a larger
percentage of the rate reduction to the commercial and industrial customer classes than to the
residential customer classes.
NON-UTILITY OPERATIONS
We have made significant investments in non-utility asset-intensive businesses. We employ
disciplined investment criteria when assessing opportunities that leverage our assets, skills and
expertise. Specifically, we invest in targeted energy markets with attractive competitive dynamics
where meaningful scale is in alignment with our risk profile. A number of factors have impacted our
non-utility businesses, including the effect of oil prices on the synthetic fuel business, losses
and impairments from certain power generation assets, waste coal recovery and landfill gas recovery
businesses, and earnings volatility
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in our energy trading business. As part of a strategic review
of our non-utility operations, we have taken
and are considering various actions including the sale, restructuring or recapitalization of
certain non-utility businesses which we expect may generate approximately $1.5 billion in after-tax
cash proceeds in 2007. See Note 4 of the Notes to Consolidated Financial Statements for
information on the sale of our Antrim shale gas exploration and production business in northern
Michigan and the pending sale of a 50 percent ownership interest in select projects within the
Power and Industrial Projects segment.
The primary source of recent investment capital in our non-utility operations has been cash flow
from the synfuel business. See the Outlook section for information on sources of cash flows from
the synfuel business.
Coal and Gas Midstream
Our Coal and Gas Midstream segment consists of Coal Transportation and Marketing and the Pipelines,
Processing and Storage businesses.
Coal Transportation and Marketing provides fuel, transportation and rail equipment management
services. We specialize in minimizing fuel costs and maximizing reliability of supply for
energy-intensive customers. Additionally, we participate in coal marketing and coal-to-power
tolling transactions, as well as the purchase and sale of emissions credits. We perform coal mine
methane extraction, in which we recover methane gas from mine voids for processing and delivery to
natural gas pipelines, industrial users, or for small power generation projects.
We are continuing to build our capacity to transport greater amounts of western coal and to expand
into coal terminals to allow for increased coal storage and blending. We are currently involved in
a contract dispute with BNSF Railway Company that was referred to arbitration. Under this
contract, BNSF transports western coal east for Detroit Edison and the Coal Transportation and
Marketing business. We filed a breach of contract claim against BNSF for the failure to provide
certain services that we believe are required by the contract. We received a partial decision from
the arbitration panel in August 2007 which held that BNSF is required to provide such services
under the contract. A final decision, which will be subject to an appeal process, is expected in
the third quarter of 2007. While we believe that the arbitration panels decision will be upheld if
it is appealed, a negative decision on appeal could have an adverse effect on our ability to grow
the Coal Transportation and Marketing business as currently contemplated.
Pipelines, Processing and Storage owns a partnership interest in two interstate transmission
pipelines, four carbon dioxide processing facilities and two natural gas storage fields. The
pipeline and storage assets are primarily supported by stable, long-term, fixed-price revenue
contracts. The assets of these businesses are well integrated with other DTE Energy operations.
Pursuant to an operating agreement, MichCon provides physical operations, maintenance and technical
support for the Washington 28 and Washington 10 storage facilities.
Pipelines, Processing and Storage is continuing its steady growth plan of expansion of storage
capacity in Michigan, with two new expansions and the expanding and building of new pipeline
capacity to serve markets in the Midwest and northeast United States.
Unconventional Gas Production
Our Unconventional Gas Production business is engaged in natural gas exploration, development and
production primarily within the Barnett shale in north Texas.
On June 29, 2007, we sold our Antrim shale gas exploration and production business in the northern
lower peninsula of Michigan to Atlas Energy Resources LLC for $1.258 billion, subject to routine
post close adjustments. See Note 4 of the Notes to Consolidated Financial Statements.
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In the first six months of 2007, we continued to expand our operations in the Barnett shale basin
in north Texas, where recent leasehold acquisitions have increased our total leasehold acreage to
93,418 acres (83,930 net of interest of others). Current natural gas prices provide attractive
opportunities for our Unconventional Gas Production business segment.
In the second quarter of 2007, our Unconventional Gas Production segment recorded a pre-tax
impairment loss of $9 million related to the write-off of
unproved properties in Bosque County, which is
located in the southern expansion area of the Barnett shale basin, and the write-off of costs
associated with various leases expiring in the third quarter of 2007.
The properties were impaired due
to the lack of economic and operating viability of the project. See Note 5 of the
Notes to Consolidated Financial Statements.
In
August 2007, we announced that we are exploring opportunities to
monetize a portion of our interests in the Barnett shale. We anticipate significant opportunities
in our existing Barnett shale acreage. We are currently in the test and development phase for
unproven and recently acquired Barnett shale acreage.
Current natural gas prices and successes within the Barnett shale are resulting in more capital
being invested into the region. The competition for opportunities and goods and services may
result in increased operating costs. However, our experienced Barnett shale personnel provide an
advantage in addressing potential cost increases. We invested approximately $90 million ($70
million in the Barnett shale and $20 million in the Antrim shale) in the first six months of 2007
and expect to invest up to $80 million in the Barnett shale during the remainder of 2007.
As a component of our risk management strategy for our Barnett shale reserves, we hedged a portion
of our reserves to secure an attractive investment return. As of June 30, 2007, we have a series of
cash flow hedges for approximately 8 Bcf of anticipated Barnett gas production through 2010 at an
average price of $7.64 per Mcf.
Power and Industrial Projects
Power and Industrial Projects is comprised primarily of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers, and
biomass energy projects. This segment provides utility-type services using project assets usually
located on or near the customers premises in the steel, automotive, pulp and paper, airport and
other industries. These services include pulverized coal and petroleum coke supply, power
generation, steam production, chilled water production, wastewater treatment and compressed air
supply. At June 30, 2007, this segment owned and operated three gas-fired peaking electric
generating plants and a biomass-fired electric generating plant and
also operated one additional
coal-fired power plant under contract. Additionally, this segment owns a gas-fired peaking electric
generating plant that was taken out of service in September 2006. This segment develops, owns and
operates landfill gas recovery systems throughout the United States. In addition, this segment
produces metallurgical coke from two coke batteries. The production of coke from these coke
batteries generates production tax credits.
We have agreed to sell a 50 percent interest in a portfolio of select Power and Industrial
Projects. Immediately prior to the sale of the equity interest, the company that
will own the portfolio of projects will obtain debt financing and the proceeds will be distributed to us. The
total gross proceeds we will receive are expected to be approximately $800 million. The sale is subject to normal
closing conditions and the receipt of satisfactory financing arrangements. The transaction is
expected to close in the second half of 2007. We plan to account for our 50 percent ownership
interest in the company that will
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own the portfolio of projects using the equity
method. See Note 4 of the Notes to Consolidated Financial Statements.
In July 2007, we sold our Georgetown peaking electric generating facility. In July 2007, we entered
into an agreement to sell our 50 percent interest in Crete, a 320 MW natural gas-fired peaking
electric generating plant. The sale of the Crete interest is subject to receipt of regulatory
approval and is expected to close in the second half of 2007. See Note 4 of the Notes to
Consolidated Financial Statements.
Energy Trading
Energy Trading focuses on physical power and gas marketing and trading, structured
transactions, enhancement of returns from DTE Energys power plants and the optimization
of contracted natural gas pipelines and storage capacity positions. Our customer base is
predominantly utilities, local distribution companies, and other marketing and trading companies.
We enter into derivative financial instruments as part of our marketing and hedging
activities. Most of the derivative financial instruments are accounted for under
the mark-to-market method, which results in earnings recognition of unrealized gains and losses
from changes in the fair value of the derivatives. We utilize forwards, futures, swaps
and option contracts to mitigate risk associated with our marketing and trading activity as well as
for proprietary trading within defined risk guidelines. Energy Trading provides commodity risk
management services to the other businesses within DTE Energy.
Significant portions of the electric and gas marketing and trading portfolio are economically
hedged. The portfolio includes financial instruments and gas inventory, as well as contracted
natural gas pipelines and storage capacity positions. Most financial instruments are deemed
derivatives, whereas the gas inventory, pipelines and storage assets are not derivatives. As a
result, this segment may experience earnings volatility as
derivatives are marked-to-market without
revaluing the underlying non-derivative contracts and assets. This results in gains and losses that
are recognized in different accounting periods. We may incur mark-to-market accounting gains or
losses in one period that will reverse in subsequent periods when transactions are settled. We have
completed a review of strategic options for this business and have decided to retain and continue
to grow our energy trading business.
Synthetic Fuel
Synthetic Fuel Operations
We are the operator of nine synthetic fuel production facilities throughout the United States.
Synfuel plants chemically change coal and waste coal into a synthetic fuel as determined under the
Internal Revenue Code. Production tax credits are provided for the production and sale of solid
synthetic fuel produced from coal and are available through December 31, 2007. The synthetic fuel
plants generate operating losses which we expect to be offset by production tax credits, assuming
no phase-out. The value of a production tax credit is adjusted annually by an inflation factor and
published annually by the Internal Revenue Service (IRS). The value is reduced if the Reference
Price of a barrel of oil exceeds certain thresholds.
Recognition of Synfuel Gains
To optimize income and cash flow from the synfuel operations, we have sold interests in all nine of
the facilities, representing 91 percent of the total production capacity as of June 30, 2007.
Proceeds from the sales are contingent upon production levels and the value of credits generated.
Gains from the sale of an interest in a synfuel project are recognized when there is persuasive
evidence that the sales proceeds have become fixed or determinable, the probability of refund is
considered remote and collectibility is assured. In substance, we receive synfuel gains and reduced
operating losses in exchange for tax credits associated with the projects sold, assuming no
phase-out.
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The gain from the sale of synfuel facilities is comprised of fixed and variable components. The
fixed component represents note payments, is generally not subject to refund, and is recognized as
a gain when earned and collectibility is assured. The variable component is based on an estimate of
tax credits
allocated to our partners and is subject to refund based on the annual oil price phase-out. The
variable component is recognized as a gain only when the probability of refund is considered remote
and collectibility is assured.
Contractual Partners Obligations
Our partners reimburse us (through the project entity) for the operating losses of the synfuel
facilities. The reimbursements are referred to as capital contributions. In the event that the tax
credit is phased out, we are contractually obligated to refund an amount equal to all or a portion
of the operating losses funded by our partners. To assess the probability and estimate the amount
of refund, we use valuation and analysis models that calculate the probability of the Reference
Price of oil for the year being within or exceeding the phase-out range. Reserves established for
an expected 2007 tax credit phase out, net of adjustments primarily resulting from the issuance of
the final 2006 Reference Price by the IRS, had the effect of reducing the reserve balance by $4
million and $10 million in the three and six months ended June 30, 2007, respectively. This
compares with increasing reserves by $85 million and $125 million in the three and six months ended
June 30, 2006, respectively.
Crude Oil Prices
The Reference Price of a barrel of oil is an estimate by the IRS of the annual average wellhead
price per barrel for domestic crude oil. The value of the production tax credit in a given year is
reduced if the Reference Price of oil over the year exceeds a threshold price and is eliminated
entirely if that same Reference Price exceeds a phase-out price. During 2007, the annual average
wellhead price is projected to be approximately $6 less than the New York Mercantile Exchange
(NYMEX) price for light, sweet crude oil. The actual or estimated Reference Price and beginning
and ending phase-out prices per barrel of oil for 2006 and 2007 are as follows:
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Beginning Phase-Out |
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Ending Phase-Out |
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Reference Price |
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Price |
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Price |
2006 (actual) |
|
$ |
59.68 |
|
|
$ |
55.06 |
|
|
$ |
69.12 |
|
2007 (estimated) |
|
$ |
60 |
|
|
$ |
56 |
|
|
$ |
71 |
|
The NYMEX daily closing price of a barrel of oil for the six months ended June 30, 2007
averaged approximately $66, which is approximately equal to a Reference Price of $60 per barrel,
which we estimate to be within the phase-out range. The actual tax credit phase-out for 2007 will
not be certain until the Reference Price is published by the IRS in April 2008. There is a risk of
at least a partial phase-out of the production tax credits in 2007, which could adversely impact
our results of operations, cash flow, and financial condition.
Hedging of Synfuel Cash Flows
As discussed in Note 2 of the Notes to Consolidated Financial Statements, we have entered into
derivative and other contracts to economically hedge a portion of our synfuel cash flow exposure to
the risk of oil prices increasing. The derivative contracts are mark-to-market with changes in
fair value recorded as an adjustment to synfuel gains. The derivative contracts involve purchased
and written call options covering a specified number of barrels of oil that provide for net cash
settlement at expiration based on the 2007 calendar year average NYMEX trading prices for light,
sweet crude oil in relation to the strike prices of each option. If the average NYMEX prices of oil
in 2007 are less than approximately
10
$60 per barrel, the derivatives will yield no payment. If the
average NYMEX prices of oil exceed approximately $60 per barrel, the derivatives will yield a
payment equal to the excess of the average NYMEX price over these initial strike prices, multiplied
by the number of barrels covered, up to a maximum price of approximately $76 per barrel. These
contracts are based on various terms to take advantage of increases in oil prices. We
recorded pretax mark-to-market losses of $24 million and $20 million during the three and six
months ended June 30, 2007, respectively, and gains of $60 million and $107 million during the
three and six
months ended June 30, 2006, respectively. The fair value changes are recorded as adjustments to the
gain from selling interests in synfuel facilities and are included in the Other asset gains and
losses, reserves and impairments, net line item in the Consolidated Statement of Operations. We
paid approximately $50 million for 2006 hedges, for which we received payments of approximately
$156 million upon settlement of these hedges in January 2007. Through June 30, 2007, we paid
approximately $113 million for 2007 hedges which will provide protection for a significant portion
of our cash flows related to synfuel production during 2007.
Risks and Exposures
Since there is a likelihood that the Reference Price for a barrel of oil will reach the
threshold at which synfuel-related production tax credits began to phase-out, we defer gain
recognition associated with variable and fixed note payments until the probability of refund is
remote and collectibility is assured. All or a portion of the deferred gains will be recognized
when and if the gain recognition criteria is met. Fixed gains recognized totaled $25 million and
$58 million during the three and six months ended June 30, 2007, respectively, compared to the
recognition of fixed gains of $8 million and $30 million during the three and six months ended June
30, 2006, respectively. During the three and six months ended June 30, 2007, variable gains
recognized totaled $26 million and $32 million, respectively, whereas we recognized variable gains
totaling $17 million and $9 million, respectively, for the comparable 2006 periods. Synfuel results
recognized were impacted by adjustments to prior year gains and reserves to reflect issuance of the
final Reference Prices by the IRS.
Additionally, we establish reserves for potential refunds of amounts related to partners capital
contributions associated with operating losses allocated to their account. In the event of a tax
credit phase-out, we are contractually obligated to refund to our partners all or a portion of the
operating losses funded by our partners. During the six months ended June 30, 2007, we refunded
approximately $16 million to our partners.
Cash from synfuel activity is at risk of a phase-out of the production tax credits. We expect
approximately $900 million of synfuel-related cash impacts from 2007 through 2009, which consists
of cash from operations, asset sales, proceeds from option hedges, and approximately $500
million of tax credit carryforward utilization and other tax benefits that are expected to reduce
future tax payments. A significant portion of the expected cash flow is economically hedged against
the movement in oil prices. In addition, a goodwill write-off of up to $4 million will likely be
required in 2007 due to the inability to generate new production tax credits after 2007 and the
resulting discontinuance of synfuel production. We have fixed notes receivable associated with the
sales of interests in the synfuel facilities. A partial or full phase-out of production tax credits
could adversely affect the collectibility of our receivables and likely reduce our ability to
execute our investment and growth strategy.
OPERATING SYSTEM AND PERFORMANCE EXCELLENCE PROCESS
We continuously review and adjust our cost structure and seek improvements in our processes.
Beginning in 2002, we adopted the DTE Energy Operating System, which is the application of tools
and operating practices that have resulted in operating efficiencies, inventory reductions and
improvements in technology systems, among other enhancements. Some of these cost reductions may be
returned to our customers in the form of lower rates and the remaining amounts may impact our
profitability.
As an extension of this effort, in mid-2005, we initiated a company-wide review of our operations
called the Performance Excellence Process. The overarching goal has been and remains to become
more competitive by reducing costs, eliminating waste and optimizing business processes while
improving customer service. Many of our customers are under intense economic pressure and will
benefit from our
11
efforts to keep down our costs and their rates. Additionally, we will need
significant resources in the future to invest in the infrastructure required to provide safe,
reliable and affordable energy. Specifically, we began a series of focused improvement initiatives
within our Electric and Gas Utilities, and our
corporate support function. The process is rigorous and challenging and seeks to yield sustainable
performance to our customers and shareholders. We have identified the Performance Excellence
Process as critical to our long-term growth strategy. In order to fully realize the benefits from
the Performance Excellence Process, it is necessary to make significant up-front investments in our
infrastructure and business processes. The CTA in 2006 exceeded our savings, but we expect to
realize sustained net cost savings beginning in 2007.
In September 2006, the MPSC issued an order approving a settlement agreement that allows Detroit
Edison and MichCon, commencing in 2006, to defer the incremental CTA. Further, the order provides
for Detroit Edison and MichCon to amortize the CTA deferrals over a ten-year period beginning with
the year subsequent to the year the CTA was deferred. Detroit Edison deferred approximately $102
million of CTA in 2006 as a regulatory asset and began amortizing deferred 2006 costs in 2007 as
the recovery of these costs was provided for by the MPSC in the order approving the settlement in
the show cause proceeding. Amortization of prior year deferred CTA costs amounted to $3 million and
$5 million during the three and six months ended June 30, 2007, respectively. During the three and
six months ended June 30, 2007, CTA costs of $8 million and $21 million, respectively, were
deferred. MichCon cannot defer CTA costs at this time because a regulatory recovery mechanism has
not been established by the MPSC.
CAPITAL INVESTMENT
We anticipate significant capital investment across all of our business segments. Most of our
capital expenditures will be concentrated within our utility segments. Our electric utility
segment currently expects to invest approximately $4.3 billion (excluding investments in new
generation capacity, if any), including increased environmental requirements and reliability
enhancement projects during the period of 2007 through 2011. Our gas utility segment currently
expects to invest approximately $1.0 billion on system expansion, pipeline safety and reliability
enhancement projects through the same period. We recently launched a six-year, approximately $330
million, advanced metering infrastructure project that involves the replacement and/or modification
of some four million electric and gas customer meters. We plan to seek regulatory approval to
include these capital expenditures within our regulatory rate base consistent with prior treatment.
ENTERPRISE BUSINESS SYSTEMS
In 2003, we began the development of our Enterprise Business Systems (EBS) project, an
enterprise resource planning system initiative to improve existing processes and to implement new
core information systems, relating to finance, human resources, supply chain and work management.
As part of this initiative, we are implementing EBS software including, among others, products
developed by SAP AG and MRO Software, Inc. The first phase of implementation occurred in 2005 in
the regulated electric fossil generation unit. The second phase of implementation began in April
2007. The implementation and operation of EBS will be continuously
monitored and reviewed and should ultimately strengthen our internal control structure and lead to
increased cost efficiencies. Although our implementation plan includes detailed testing and
contingency arrangements, we can provide no assurance that complications will not arise that could
interrupt our operations. We expect that EBS will be fully implemented by the end of 2007 at a
total capital cost of approximately $382 million. We expect the benefits of lower costs, faster
business cycles, repeatable and optimized processes, enhanced internal controls, improvements in
inventory management and reductions in system support costs to outweigh the expense of our
investment in this initiative.
12
OUTLOOK
The next few years will be a period of rapid change for DTE Energy and for the energy
industry. Our strong utility base, combined with our integrated non-utility operations, position
us well for long-term growth. Due to the enactment of the Energy Policy Act of 2005 and the repeal
of the Public Utility Holding Company Act of 1935, there are fewer barriers to mergers and
acquisitions of utility companies at the federal level. However, the expected industry
consolidation, resulting in the creation of large regional utility providers, has been recently
impacted by actions of regulators in certain states affected by the proposed transactions.
Looking forward, we will focus on several areas that we expect will improve future performance:
|
|
|
continuing to pursue regulatory stability and investment recovery for our utilities; |
|
|
|
|
managing the growth of our utility asset base; |
|
|
|
|
enhancing our cost structure across all business segments; |
|
|
|
|
improving our Electric and Gas Utility customer satisfaction; and |
|
|
|
|
investing in businesses that integrate our assets and leverage our skills and expertise. |
Along with pursuing a leaner organization, we anticipate approximately $900 million of
synfuel-related cash impacts from 2007 through 2009, which consists
of cash from operations, asset sales,
proceeds from option hedges, and approximately $500 million of tax credit carryforward utilization
and other tax benefits that are expected to reduce future tax payments. The redeployment of this
cash represents a unique opportunity to increase shareholder value and strengthen our balance
sheet. We expect to use such synfuel cash and cash received from monetization of certain of our
non-utility assets and operations, to reduce debt and repurchase common stock, and to continue to
pursue growth investments that meet our strict risk-return and value creation criteria. Our
objectives for cash redeployment are to strengthen the balance sheet and coverage ratios to improve
our current credit rating and outlook, and to have any monetizations be accretive to earnings per
share.
RESULTS OF OPERATIONS
Net income in the second quarter of 2007 was $385 million, or $2.20 per diluted share,
compared to a net loss of $33 million, or $.19 per diluted share, in the second quarter of 2006.
During the six months ended June 30, 2007, our net income was $519 million, or $2.95 per diluted
share, compared to net income of $103 million, or $.58 per diluted share, for the comparable period
of 2006. The following sections provide a detailed discussion of the operating performance and
future outlook of our segments.
Segments realigned In 2006, we realigned the non-utility segment Power and Industrial Projects
business unit to separately present the Synthetic Fuel business and we separated the Fuel
Transportation and Marketing segment into Coal and Gas Midstream and Energy Trading. See Note 10 of
the Notes to Consolidated Financial Statements for further information on this realignment.
13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
60 |
|
|
$ |
57 |
|
|
$ |
100 |
|
|
$ |
116 |
|
Gas Utility |
|
|
(7 |
) |
|
|
(14 |
) |
|
|
60 |
|
|
|
36 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
11 |
|
|
|
10 |
|
|
|
23 |
|
|
|
23 |
|
Unconventional Gas Production (1) |
|
|
(211 |
) |
|
|
2 |
|
|
|
(209 |
) |
|
|
3 |
|
Power and Industrial Projects |
|
|
6 |
|
|
|
(1 |
) |
|
|
10 |
|
|
|
(24 |
) |
Energy Trading |
|
|
(13 |
) |
|
|
(23 |
) |
|
|
(12 |
) |
|
|
5 |
|
Synthetic Fuel |
|
|
37 |
|
|
|
(34 |
) |
|
|
75 |
|
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other (2) |
|
|
502 |
|
|
|
(29 |
) |
|
|
472 |
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
53 |
|
|
|
43 |
|
|
|
160 |
|
|
|
152 |
|
Non-utility |
|
|
(170 |
) |
|
|
(46 |
) |
|
|
(113 |
) |
|
|
(6 |
) |
Corporate & Other |
|
|
502 |
|
|
|
(29 |
) |
|
|
472 |
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
385 |
|
|
|
(32 |
) |
|
|
519 |
|
|
|
104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued Operations |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(2 |
) |
Cumulative Effect of Accounting Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
385 |
|
|
$ |
(33 |
) |
|
$ |
519 |
|
|
$ |
103 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
2007 Net Loss results principally from the recognition of losses on hedge contracts
associated with the Antrim sale transaction. See Note 4 of the Notes to the Consolidated
Financial Statements. |
|
(2) |
|
2007 Net Income results principally from the gain recognized on the Antrim sale
transaction. See Note 4 of the Notes to the Consolidated Financial Statements |
ELECTRIC UTILITY
Our Electric Utility segment consists of Detroit Edison.
Factors impacting income: Net income increased by $3 million in the second quarter of 2007 and
decreased by $16 million for the six-month period ended June 30, 2007. The increase in the 2007
second quarter was due primarily to higher gross margins, partially offset by higher depreciation
and amortization and operation and maintenance expenses. The decrease in the 2007 six month period
was due primarily to increased depreciation and amortization and operation and maintenance
expenses, partially offset by higher gross margins.
14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
1,210 |
|
|
$ |
1,175 |
|
|
$ |
2,304 |
|
|
$ |
2,225 |
|
Fuel and Purchased Power |
|
|
402 |
|
|
|
409 |
|
|
|
756 |
|
|
|
718 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
808 |
|
|
|
766 |
|
|
|
1,548 |
|
|
|
1,507 |
|
Operation and Maintenance |
|
|
380 |
|
|
|
369 |
|
|
|
728 |
|
|
|
713 |
|
Depreciation and Amortization |
|
|
198 |
|
|
|
168 |
|
|
|
380 |
|
|
|
335 |
|
Taxes Other Than Income |
|
|
69 |
|
|
|
65 |
|
|
|
141 |
|
|
|
134 |
|
Other Asset (Gains), Losses and Reserves, Net |
|
|
(1 |
) |
|
|
|
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
162 |
|
|
|
164 |
|
|
|
293 |
|
|
|
325 |
|
Other (Income) and Deductions |
|
|
72 |
|
|
|
79 |
|
|
|
143 |
|
|
|
154 |
|
Income Tax Provision |
|
|
30 |
|
|
|
28 |
|
|
|
50 |
|
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
60 |
|
|
$ |
57 |
|
|
$ |
100 |
|
|
$ |
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income as a Percent of Operating Revenues |
|
|
13 |
% |
|
|
14 |
% |
|
|
13 |
% |
|
|
15 |
% |
Gross margin increased by $42 million in the second quarter of 2007 and increased $41 million
in the six-month period ended June 30, 2007. The increases were due to the favorable impact of a
May 2007 MPSC order related to the 2005 PSCR reconciliation, weather related impacts and higher
margins due to returning sales from electric Customer Choice, partially offset by lower rates
resulting primarily from the August 2006 settlement in the MPSC show cause proceeding and the
impact of poor economic conditions. Revenues include a component for the cost of power sold that is
recoverable through the PSCR mechanism.
The following table displays changes in various gross margin components relative to the comparable
prior period:
Increase (Decrease) in Gross Margin Components Compared to Prior Year
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Three Months |
|
|
Six Months |
|
Weather related margin impacts |
|
$ |
17 |
|
|
$ |
25 |
|
Return of customers from electric Customer Choice |
|
|
18 |
|
|
|
35 |
|
Service territory economic performance |
|
|
(5 |
) |
|
|
(20 |
) |
Impact of 2006 MPSC show cause order |
|
|
(17 |
) |
|
|
(34 |
) |
Impact of MPSC 2005 PSCR reconciliation order |
|
|
34 |
|
|
|
34 |
|
Other, net |
|
|
(5 |
) |
|
|
1 |
|
|
|
|
|
|
|
|
Increase in gross margin |
|
$ |
42 |
|
|
$ |
41 |
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Power Generated and Purchased |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Thousands of MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Power Plant Generation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fossil |
|
|
10,117 |
|
|
|
9,206 |
|
|
|
20,674 |
|
|
|
18,515 |
|
Nuclear |
|
|
2,415 |
|
|
|
922 |
|
|
|
4,843 |
|
|
|
3,118 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,532 |
|
|
|
10,128 |
|
|
|
25,517 |
|
|
|
21,633 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased Power |
|
|
1,887 |
|
|
|
3,318 |
|
|
|
3,120 |
|
|
|
4,832 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
System Output |
|
|
14,419 |
|
|
|
13,446 |
|
|
|
28,637 |
|
|
|
26,465 |
|
Less Line Loss and Internal Use |
|
|
(624 |
) |
|
|
(856 |
) |
|
|
(1,408 |
) |
|
|
(1,681 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net System Output |
|
|
13,795 |
|
|
|
12,590 |
|
|
|
27,229 |
|
|
|
24,784 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Unit Cost ($/MWh) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Generation (1) |
|
$ |
14.75 |
|
|
$ |
16.41 |
|
|
$ |
15.09 |
|
|
$ |
15.48 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased Power |
|
$ |
68.45 |
|
|
$ |
54.03 |
|
|
$ |
66.64 |
|
|
$ |
52.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overall Average Unit Cost |
|
$ |
21.77 |
|
|
$ |
25.69 |
|
|
$ |
20.70 |
|
|
$ |
22.31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents fuel costs associated with power plants. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Thousands of MWh) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Electric Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
3,718 |
|
|
|
3,514 |
|
|
|
7,504 |
|
|
|
7,350 |
|
Commercial |
|
|
4,871 |
|
|
|
4,506 |
|
|
|
9,179 |
|
|
|
8,513 |
|
Industrial |
|
|
3,322 |
|
|
|
3,209 |
|
|
|
6,696 |
|
|
|
6,363 |
|
Wholesale |
|
|
715 |
|
|
|
702 |
|
|
|
1,451 |
|
|
|
1,377 |
|
Other |
|
|
89 |
|
|
|
89 |
|
|
|
199 |
|
|
|
197 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,715 |
|
|
|
12,020 |
|
|
|
25,029 |
|
|
|
23,800 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interconnections sales (1) |
|
|
1,080 |
|
|
|
570 |
|
|
|
2,200 |
|
|
|
984 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales |
|
|
13,795 |
|
|
|
12,590 |
|
|
|
27,229 |
|
|
|
24,784 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Deliveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retail and Wholesale |
|
|
12,715 |
|
|
|
12,020 |
|
|
|
25,029 |
|
|
|
23,800 |
|
Electric Customer Choice |
|
|
323 |
|
|
|
984 |
|
|
|
774 |
|
|
|
2,347 |
|
Electric Customer Choice Self Generators (2) |
|
|
200 |
|
|
|
127 |
|
|
|
267 |
|
|
|
478 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Electric Sales and Deliveries |
|
|
13,238 |
|
|
|
13,131 |
|
|
|
26,070 |
|
|
|
26,625 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents power that is not distributed by Detroit Edison. |
|
(2) |
|
Represents deliveries for self generators who have purchased power from alternative energy
suppliers to supplement their power requirements. |
Operation and maintenance expense increased by $11 million for the second quarter of 2007 and
$15 million in the six-month period ended June 30, 2007. The increase for the quarter was due
primarily to costs associated with EBS implementation of $33 million and higher corporate support
expenses of $20 million, partially offset by the impact of CTA expensed last year of $37 million.
The increase for the six month period is primarily due to costs associated with EBS implementation
of $33 million, higher corporate support expenses of $17 million, higher storm expenses of $6
million, partially offset by the impact of CTA expensed last year of $49 million. CTA expenses were
deferred beginning in the third quarter of 2006. See Note 6 of the Notes to the Consolidated
Financial Statements.
Depreciation and amortization expense increased by $30 million for the second quarter of 2007 and
$45 million for the six-month period ended June 30, 2007. The increase for the quarter was due
primarily to increased amortization of regulatory assets of $27 million, including $17 million
related to the electric Customer Choice Incentive mechanism, and higher depreciation expense of $7
million due to higher
16
levels of depreciable plant. The increase for the six-month period was due
primarily to increased
amortization of regulatory assets of $38 million, including $17 million related to the electric
Customer Choice Incentive mechanism, and higher depreciation expense of $11 million due to higher
levels of depreciable plant.
Other asset (gains) losses and reserves, net were $6 million for the six-month period ended June
30, 2007, representing a reserve of $7 million for a loan guaranty related to the prior sale of
Detroit Edisons steam heating business to Thermal Ventures II, LP, partially offset by a gain on
sale of an asset of $1 million.
Outlook We continue to improve the operating performance of Detroit Edison. We continue to
resolve outstanding regulatory issues and continue to pursue additional regulatory and/or
legislative solutions for structural problems within the Michigan electric market structure,
primarily electric Customer Choice and the need to adjust rates for each customer class to reflect
the full cost of service.
Concurrently, we will move forward in our efforts to continue to improve performance. Looking
forward, additional issues, such as rising prices for coal, health care and higher levels of
capital spending, will result in us taking meaningful action to address our costs while continuing
to provide quality customer service. We will utilize the DTE Energy Operating System and the
Performance Excellence Process to seek opportunities to improve productivity, remove waste and
decrease our costs while improving customer satisfaction.
Long term, we will be required to invest an estimated $2.4 billion on emission controls through
2018. We intend to seek recovery of these costs in future rate cases.
Additionally, our service territory may require additional generation capacity. A new base-load
generating plant has not been built within the State of Michigan in the last 20 years. Should our
regulatory environment be conducive to such a significant capital expenditure, we may build,
upgrade or co-invest in a base-load coal facility or a new nuclear plant. While we have not decided
on construction of a new base-load nuclear plant, in February 2007, we announced that we will
prepare a license application for construction and operation of a new nuclear power plant on the
site of Fermi 2. By completing the license application before the end of 2008, we may qualify for
financial incentives under the Federal Energy Policy Act of 2005. We
are also studying the possible transfer of a gas-fired peaking
electric generating plant from our non-utility operations to our
electric utility to support future power generation requirements.
The following variables, either in combination or acting alone, could impact our future results:
|
|
|
amount and timing of cost recovery allowed as a result of regulatory proceedings,
related appeals, or new legislation; |
|
|
|
|
our ability to reduce costs and maximize plant performance; |
|
|
|
|
variations in market prices of power, coal and gas; |
|
|
|
|
economic conditions within the State of Michigan; |
|
|
|
|
weather, including the severity and frequency of storms; |
|
|
|
|
levels of customer participation in the electric Customer Choice program; and |
|
|
|
|
potential new federal and state environmental requirements. |
We expect cash flows and operating performance will continue to be at risk due to the electric
Customer Choice program until the issues associated with this program are adequately addressed. We
will accrue as regulatory assets any future unrecovered generation-related fixed costs (stranded
costs) due to electric Customer Choice that we believe are recoverable under Michigan legislation
and MPSC orders. We cannot predict the outcome of these matters. See Note 6 of the Notes to
Consolidated Financial Statements.
In January 2007, the MPSC submitted the State of Michigans 21st Century Energy Plan to
the Governor of Michigan. The plan recommends that Michigans future energy needs be met through a
combination of
17
renewable resources and cleanest generating technology, with significant energy
savings achieved by increased energy efficiency. The plan also recommends:
|
|
|
a requirement that all retail electric suppliers obtain at least 10 percent of their
energy supplies from renewable resources by 2015; |
|
|
|
|
an opportunity for utility-built generation, contingent upon the granting of a
certificate of need and competitive bidding of engineering, procurement and
construction services; |
|
|
|
|
investigating the cost of a requirement to bury certain power lines; and |
|
|
|
|
creation of a Michigan Energy Efficiency Program, administered by a third party
under the direction of the MPSC with initial funding estimated at $68 million. |
We continue to review the energy plan and monitor legislative action on some of its components.
Without knowing how or if the plan will be fully implemented, we are unable to predict the impact
on the Company of the implementation of the plan.
GAS UTILITY
Our Gas Utility segment consists of MichCon and Citizens.
Factors impacting income: Gas Utilitys net loss decreased $7 million in the 2007 second quarter
and net income increased $24 million in the 2007 six-month period. The improvements were due
primarily to higher gross margins, and for the six-month period, lower operation and maintenance
expenses.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
311 |
|
|
$ |
234 |
|
|
$ |
1,185 |
|
|
$ |
1,111 |
|
Cost of Gas |
|
|
162 |
|
|
|
93 |
|
|
|
785 |
|
|
|
728 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
149 |
|
|
|
141 |
|
|
|
400 |
|
|
|
383 |
|
Operation and Maintenance |
|
|
113 |
|
|
|
113 |
|
|
|
224 |
|
|
|
234 |
|
Depreciation and Amortization |
|
|
24 |
|
|
|
22 |
|
|
|
45 |
|
|
|
46 |
|
Taxes other than Income |
|
|
15 |
|
|
|
14 |
|
|
|
29 |
|
|
|
29 |
|
Other Asset (Gains), Losses and Reserves, Net |
|
|
|
|
|
|
3 |
|
|
|
3 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(3 |
) |
|
|
(11 |
) |
|
|
99 |
|
|
|
71 |
|
Other (Income) and Deductions |
|
|
6 |
|
|
|
10 |
|
|
|
18 |
|
|
|
25 |
|
Income Tax Provision (Benefit) |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
21 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
(7 |
) |
|
$ |
(14 |
) |
|
$ |
60 |
|
|
$ |
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) as a Percent of Operating Revenues |
|
|
(1 |
)% |
|
|
(5 |
)% |
|
|
8 |
% |
|
|
6 |
% |
Gross Margins increased $8 million in the second quarter of 2007 and $17 million in the 2007
six-month period. The increase for the second quarter is due primarily to higher GCR revenues of $5
million, increased storage revenues of $3 million and the favorable effects of weather of $4
million, partially offset by an unfavorable impact in lost gas recognized of $5 million. The
increase in the six-month period is due primarily to $21 million representing the favorable effects
of weather in 2007 and $14 million related to an increase in midstream services including storage
and transportation, partially offset by a $21 million unfavorable impact in lost gas recognized.
Revenues include a component for the cost of gas sold that is recoverable through the GCR
mechanism.
18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Gas Markets (in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
$ |
239 |
|
|
$ |
168 |
|
|
$ |
1,012 |
|
|
$ |
963 |
|
End user transportation |
|
|
28 |
|
|
|
27 |
|
|
|
80 |
|
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
267 |
|
|
|
195 |
|
|
|
1,092 |
|
|
|
1,035 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intermediate transportation |
|
|
11 |
|
|
|
13 |
|
|
|
30 |
|
|
|
29 |
|
Storage and other |
|
|
33 |
|
|
|
26 |
|
|
|
63 |
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
311 |
|
|
$ |
234 |
|
|
$ |
1,185 |
|
|
$ |
1,111 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas Markets (in Bcf) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gas sales |
|
|
22 |
|
|
|
18 |
|
|
|
92 |
|
|
|
84 |
|
End user transportation |
|
|
24 |
|
|
|
27 |
|
|
|
72 |
|
|
|
71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
46 |
|
|
|
45 |
|
|
|
164 |
|
|
|
155 |
|
Intermediate transportation |
|
|
94 |
|
|
|
125 |
|
|
|
222 |
|
|
|
289 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
140 |
|
|
|
170 |
|
|
|
386 |
|
|
|
444 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operation and maintenance expense decreased $10 million in the 2007 six-month period. The
decrease was due primarily to lower uncollectible expense attributable to improved customer payment
trends resulting from increased effectiveness in collection efforts.
Depreciation
and amortization expense was higher by $2 million in the second quarter of 2007 and
lower by $1 million in the 2007 six-month period. The increase in the second quarter was due to
higher levels of depreciable plant, while the decrease in the six-month period was due to a $3
million adjustment resulting from an MPSC order related to pipeline assets, partially offset by
higher levels of depreciable plant.
Outlook Operating results are expected to vary due to regulatory proceedings, weather, changes in
economic conditions, customer conservation and process improvements. Higher gas prices and economic
conditions have resulted in continued pressure on receivables and working capital requirements that
are partially mitigated by the MPSCs uncollectible true-up mechanism and GCR mechanism.
We will utilize the DTE Energy Operating System and the Performance Excellence Process to seek
opportunities to improve productivity, remove waste and decrease our costs while improving customer
satisfaction.
NON-UTILITY OPERATIONS
Coal and Gas Midstream
Our Coal and Gas Midstream segment consists of Coal Transportation and Marketing and the
Pipelines, Processing and Storage businesses.
Factors impacting income: Net income was $1 million higher in the second quarter of 2007 and
consistent with the 2006 comparable six-month period. The increases in operating revenues and
operation and maintenance expenses reflected increased volumes
related to coal marketing,
coal-to-power tolling transactions and purchases and sales of
emission credits. Both periods were impacted by increased interest expense related to the debt assumed in
October 2006 from the acquisition of the Washington 10 gas storage field.
19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
247 |
|
|
$ |
146 |
|
|
$ |
474 |
|
|
$ |
314 |
|
Operation and Maintenance |
|
|
228 |
|
|
|
133 |
|
|
|
434 |
|
|
|
280 |
|
Depreciation and Amortization |
|
|
1 |
|
|
|
|
|
|
|
3 |
|
|
|
2 |
|
Taxes other than Income |
|
|
2 |
|
|
|
|
|
|
|
3 |
|
|
|
2 |
|
Other Asset (Gains), Losses and Reserves, net |
|
|
(1 |
) |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income |
|
|
17 |
|
|
|
13 |
|
|
|
35 |
|
|
|
30 |
|
Other (Income) and Deductions |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(2 |
) |
|
|
(5 |
) |
Income Tax Provision |
|
|
7 |
|
|
|
5 |
|
|
|
14 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
11 |
|
|
$ |
10 |
|
|
$ |
23 |
|
|
$ |
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outlook We expect to continue to grow our Coal Transportation and Marketing business in a
manner consistent with, and complementary to, the growth of our other business segments. A portion
of our Coal Transportation and Marketing revenues and net income are dependent upon our Synfuel
operations. Coal Transportation and Marketing is involved in a contract dispute with BNSF Railway
Company that was referred to arbitration. We received a partial decision from the arbitration panel
in August 2007 which held that BNSF is required to provide certain services that should allow Coal
Transportation and Marketing to grow its business. A final decision, which is subject to an appeal
process, is expected in the third quarter of 2007. See Note 9 of the Notes to Consolidated
Financial Statements.
Our Pipeline, Processing and Storage business expects to continue its steady growth plan. In April
2007, Washington 28 received MPSC approval to increase working gas storage capacity by over 6 Bcf
to a total of 16 Bcf. In June 2007, Washington 10 received MPSC approval to develop the Shelby 2
storage field which will increase the working gas storage capacity of Washington 10 by 8 Bcf to a
total of 74 Bcf. Vector Pipeline has secured long-term market commitments to support its first
phase of an expansion project, for approximately 200 MMcf per day, with a projected in-service date
of November 2007. Vector Pipeline received FERC approval for this expansion in October 2006.
Pipeline, Processing and Storage has a 26 percent ownership interest in Millennium Pipeline which
received FERC approval for construction and operation in December 2006. Millennium Pipeline
commenced construction in June 2007 and is scheduled to be in service in late 2008. We plan to
expand existing assets and develop new assets which are typically supported with long-term customer
commitments.
Unconventional Gas Production
Our Unconventional Gas Production segment is primarily engaged in natural gas exploration,
development and production in the Barnett shale. Prior to July 2007, we had significant natural gas
properties in the Michigan Antrim shale formation. On June 29, 2007, we sold our Michigan Antrim
shale gas exploration and production business to Atlas Energy Resources, LLC for $1.258 billion.
The gain on sale is included in the Corporate & Other segment. See Note 4 of the Notes to
Consolidated Financial Statements.
Factors impacting income: Unconventional Gas Production experienced a $211 million loss in the 2007
second quarter and a $209 million loss in the 2007 six-month period. This compares with income of
$2 million and $3 million in the comparable 2006 periods. As subsequently discussed, the
significant decline in results reflect the recording of $323 million in losses on financial
contracts that hedged our price risk exposure.
20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
(287 |
) |
|
$ |
24 |
|
|
$ |
(259 |
) |
|
$ |
46 |
|
Operation and Maintenance
|
|
|
14 |
|
|
|
9 |
|
|
|
25 |
|
|
|
18 |
|
Depreciation, Depletion and
Amortization |
|
|
7 |
|
|
|
6 |
|
|
|
14 |
|
|
|
12 |
|
Taxes Other Than Income |
|
|
4 |
|
|
|
3 |
|
|
|
7 |
|
|
|
6 |
|
Other Asset (Gains) and
Losses, Reserves and
Impairments, Net |
|
|
9 |
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(321 |
) |
|
|
6 |
|
|
|
(314 |
) |
|
|
10 |
|
Other (Income) and Deductions |
|
|
3 |
|
|
|
3 |
|
|
|
7 |
|
|
|
6 |
|
Income Tax Provision (Benefit) |
|
|
(113 |
) |
|
|
1 |
|
|
|
(112 |
) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
(211 |
) |
|
$ |
2 |
|
|
$ |
(209 |
) |
|
$ |
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues decreased $311 million in the 2007 quarter and $305 million in the 2007
six-month period. The declines reflect the recording of $323 million of losses on financial
contracts that hedged our price risk exposure related to expected Antrim gas production and sales
through 2013. These financial contracts were accounted for as cash flow hedges, with changes in
estimated fair value of the contracts for the liquid forward period reflected in other
comprehensive income. Upon the sale of Antrim, the financial contracts no longer qualified as cash
flow hedges. The contracts were retained and assigned to Energy Trading, and offsetting financial
contracts were put into place to effectively settle these positions. As a result of these
transactions and market research performed by the Company, DTE gained additional insight and
visibility into the value ascribed to these contracts by third party market participants for the
entire duration of the contracts and accordingly recognized the fair
value for the entire duration of the contracts. In
conjunction with the Antrim sale and effective settlement of these contract positions Antrim
reclassified amounts held in accumulated other comprehensive income and recorded the effective
settlements, reducing operating revenues in the second quarter of
2007 by $323 million.
Outlook
As indicated above, we sold our Antrim Shale gas exploration and production business on
June 29, 2007. This sale resulted from our strategy to sell non-utility assets to allow us to
monetize value from our more mature holdings. During 2006, Antrim shale production was 22 Bcfe.
In
August 2007, we announced that we are exploring opportunities to
monetize a portion of our interests in the Barnett shale. We anticipate significant opportunities
in our existing Barnett shale acreage. We are currently in the test and development phase for
unproven and recently acquired Barnett shale acreage.
Current natural gas prices and successes within the Barnett shale are resulting in more capital
being invested into the region. The competition for opportunities and goods and services may
result in increased operating costs. However, our experienced Barnett shale personnel provide an
advantage in addressing potential cost increases. We invested approximately $90 million ($70
million in the Barnett shale and $20 million in the Antrim shale) in the first six months of 2007
and expect to invest up to $80 million in the Barnett shale during the remainder of 2007. During
2007, we expect Barnett Shale production of over 8 Bcfe of natural gas (excluding the impact of
potential monetizations) compared with approximately 4 Bcfe in 2006.
Power and Industrial Projects
The Power and Industrial Projects segment is comprised primarily of projects that deliver energy
and utility-type products and services to industrial, commercial and institutional customers, and
biomass energy projects.
Factors impacting income: Net income was $6 million in the second quarter of 2007 as compared to a
net loss of $1 million in the second quarter of 2006. Net income was $10 million in the 2007
six-month
21
period as compared to a net loss of $24 million in the comparable 2006 period. The 2006 six-month
period included an impairment loss of $16 million ($10 million after-tax) for the write down of
fixed assets and patents at our waste coal recovery business.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
123 |
|
|
$ |
100 |
|
|
$ |
233 |
|
|
$ |
207 |
|
Operation and Maintenance
|
|
|
109 |
|
|
|
88 |
|
|
|
199 |
|
|
|
183 |
|
Depreciation and
Amortization |
|
|
9 |
|
|
|
11 |
|
|
|
20 |
|
|
|
24 |
|
Taxes other than Income |
|
|
2 |
|
|
|
4 |
|
|
|
6 |
|
|
|
7 |
|
Other Asset (Gains) and
Losses, Reserves and
Impairments, Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
3 |
|
|
|
(3 |
) |
|
|
8 |
|
|
|
(23 |
) |
Other (Income) and Deductions |
|
|
5 |
|
|
|
5 |
|
|
|
8 |
|
|
|
10 |
|
Minority Interest |
|
|
(3 |
) |
|
|
|
|
|
|
(2 |
) |
|
|
|
|
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
(2 |
) |
|
|
(6 |
) |
|
|
(1 |
) |
|
|
(7 |
) |
Production Tax Credits |
|
|
(3 |
) |
|
|
(1 |
) |
|
|
(7 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
(7 |
) |
|
|
(8 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
6 |
|
|
$ |
(1 |
) |
|
$ |
10 |
|
|
$ |
(24 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues increased $23 million in the 2007 second quarter and $26 million in the
2007 six-month period. The increases were due to higher volumes at several projects in 2007 and a
one-time success fee earned in the first quarter for the sale of an asset we operated for a third
party in the 2007 six-month period.
Operation and maintenance expense increased $21 million in the 2007 second quarter and $16 million
in the 2007 six-month period resulting from increased costs and higher volumes at several projects.
Other asset (gains) and losses, reserves and impairments, net decreased in the 2007 six-month
period due to a pre-tax impairment loss of $16 million for the write down of fixed assets and
patents at our waste coal recovery business in the first quarter of 2006.
Outlook We have agreed to sell a 50 percent interest in a portfolio of select Power and
Industrial Projects. Immediately prior to the sale of the equity
interest, the company that will own the portfolio of projects will
obtain debt financing and the proceeds will be distributed
to us. The total gross proceeds we will receive are expected to be approximately $800 million. The sale is subject
to normal closing conditions and the receipt of satisfactory financing arrangements. The
transaction is expected to close in the second half of 2007. We plan to account for our 50 percent
ownership interest in the company that will own the portfolio of projects using
the equity method. See Note 4 of the Notes to Consolidated Financial Statements.
Power and Industrial Projects will continue leveraging its extensive energy-related operating
experience and project management capability to develop and grow the on-site energy business. The
coke battery and landfill gas recovery businesses generate production tax credits that are subject
to an oil price-related phase-out. Due to the relatively low level of production tax credits
generated by these businesses, a partial or full tax credit phase-out is not expected to have a
material adverse impact on our investment in Power and Industrial Projects.
Energy Trading
Our Energy Trading segment focuses on physical power and gas marketing, structured
transactions, enhancement of returns from DTE Energys power plants and the optimization
of contracted natural gas pipelines and storage capacity positions.
22
Factors impacting income: Energy Tradings net loss decreased by $10 million during the second
quarter of 2007. Energy Trading incurred a net loss of $12 million in the 2007 six-month period as
compared to net income of $5 million in the comparable 2006 period. Favorability in the second
quarter of 2007 is primarily attributable to a lower of cost or market adjustment on gas held in
inventory in the second quarter of 2006, which did not recur in 2007. The decrease in net income
for the 2007 six month period is due to the reversal of negative timing differences favorably
impacting the first six months of 2006 as well as mark-to-market losses recorded in 2007.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
212 |
|
|
$ |
133 |
|
|
$ |
424 |
|
|
$ |
378 |
|
Fuel, Purchased Power and Gas |
|
|
203 |
|
|
|
153 |
|
|
|
396 |
|
|
|
338 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin |
|
|
9 |
|
|
|
(20 |
) |
|
|
28 |
|
|
|
40 |
|
Operation and Maintenance |
|
|
11 |
|
|
|
13 |
|
|
|
24 |
|
|
|
26 |
|
Depreciation and Amortization
|
|
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
2 |
|
Taxes Other Than Income |
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(4 |
) |
|
|
(35 |
) |
|
|
1 |
|
|
|
11 |
|
Other (Income) and Deductions |
|
|
16 |
|
|
|
1 |
|
|
|
19 |
|
|
|
3 |
|
Income Tax Provision (Benefit) |
|
|
(7 |
) |
|
|
(13 |
) |
|
|
(6 |
) |
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
(13 |
) |
|
$ |
(23 |
) |
|
$ |
(12 |
) |
|
$ |
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
margin increased by $29 million during the 2007 second quarter and decreased by $12 million in
the 2007 six-month period. The increase in the second quarter of 2007 is due to higher realized
gas and power activity. Realized favorability is primarily attributable to the unfavorable lower of
cost or market adjustment, pertaining to gas held in inventory, recorded in the second quarter of
2006. Favorability for the second quarter of approximately $60 million is partially offset by
approximately $30 million of mark-to-market losses reflecting the impact of liquidity threshold
changes for natural gas contracts recorded in the second quarter of 2007. We updated our views on
market liquidity based on observable market activity and market data gathered from recent
monetization transactions. The decrease in the 2007 six-month period is impacted by the
aforementioned mark-to-market losses on natural gas contracts compared to marked to market gains in
2006. This mark to market unfavorability is partially offset by the absence of the lower of cost or
market adjustment in 2006.
Other (income) and deductions increased by $15 million and $16 million in the 2007 second quarter
and six-month period, respectively. The increases are due to mark-to-market losses on foreign
currency swaps that economically hedge exposure on anticipated power sales and existing
transportation positions that settle in Canadian dollars. Underlying
power swaps are marked-to-market
and included in operating revenues while the transportation positions
are not marked-to-market.
Outlook - Significant portions of the Energy Trading portfolio are economically hedged. The
portfolio includes financial instruments and gas inventory, as well as capacity positions of
natural gas storage and pipelines, power transmission and full requirements contracts. The
financial instruments are deemed derivatives, whereas the owned gas inventory, pipelines,
transmission contracts, certain full requirements contracts and storage assets are not derivatives.
As a result, we will experience earnings volatility as derivatives
are marked-to-market without
revaluing the underlying non-derivative assets. The majority of such earnings volatility is
associated with the natural gas storage cycle, which does not coincide with the calendar year, but
runs annually from April of one year to March of the next year. Our strategy is to economically
manage the price risk of storage with over-the-counter forwards and futures. This results in gains
and losses that are recognized in different interim and annual accounting periods.
See Fair Value of Contracts section that follows.
23
Synthetic Fuel
Our Synthetic Fuel segment is comprised of the nine synfuel plants that we operate and that produce
synthetic fuel. The production of synthetic fuel from the synfuel plants generates production tax
credits.
Factors impacting income: Net income was higher by $71 million in the 2007 second quarter and $88
million higher in the 2007 six-month period due primarily to adjustments to reserves, lower
depreciation and amortization expense, and one-time impairment charges in 2006, partially offset by
lower gains associated with hedges. Synfuel production occurred throughout the 2007 periods as
compared to 2006 when production was idled at all nine of our synfuel
facilities beginning in May 2006.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
262 |
|
|
$ |
189 |
|
|
$ |
529 |
|
|
$ |
463 |
|
Operation and Maintenance
|
|
|
314 |
|
|
|
223 |
|
|
|
638 |
|
|
|
553 |
|
Depreciation and
Amortization |
|
|
2 |
|
|
|
9 |
|
|
|
3 |
|
|
|
22 |
|
Taxes other than Income |
|
|
4 |
|
|
|
2 |
|
|
|
8 |
|
|
|
7 |
|
Other Asset (Gains) and
Losses, Reserves and
Impairments, Net |
|
|
(41 |
) |
|
|
123 |
|
|
|
(77 |
) |
|
|
102 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(17 |
) |
|
|
(168 |
) |
|
|
(43 |
) |
|
|
(221 |
) |
Other (Income) and Deductions |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(6 |
) |
|
|
(13 |
) |
Minority Interest |
|
|
(56 |
) |
|
|
(109 |
) |
|
|
(115 |
) |
|
|
(180 |
) |
Income Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision (Benefit) |
|
|
14 |
|
|
|
(18 |
) |
|
|
27 |
|
|
|
(10 |
) |
Production Tax Credits |
|
|
(10 |
) |
|
|
|
|
|
|
(24 |
) |
|
|
(5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
(18 |
) |
|
|
3 |
|
|
|
(15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
37 |
|
|
$ |
(34 |
) |
|
$ |
75 |
|
|
$ |
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues increased $73 million in the second quarter of 2007 and increased $66
million in the 2007 six-month period. Revenues were up in the 2007 periods due to production
throughout 2007 as compared to 2006 when production was idled at all nine of our synfuel facilities
beginning in May 2006.
Operation and maintenance expense increased $91 million in the second quarter of 2007 and increased
$85 million in the 2007 six-month period. Expenses increased consistent with the revenue increases
noted above due to the production throughout 2007 as compared to 2006 when production was idled at
all nine of our synfuel facilities.
Depreciation and amortization expense decreased $7 million in the 2007 second quarter and decreased
$19 million in the 2007 six-month period. Depreciation was lower as a result of lower asset
carrying values due the impairment of fixed assets at all nine synfuel projects in the second
quarter of 2006.
Other asset (gains) and losses, reserves and impairments, net increased $164 million in the second
quarter of 2007 and increased $179 million in the 2007 six-month period. Gains were up primarily
reflecting the annual partner payment adjustment, recognition of certain fixed gains that were
reserved during the comparable 2006 period, higher hedge gains and the impact of one-time impairment charges and fixed
note reserves recorded in 2006. The following table displays the various pre-tax components that
comprise the determination of synfuel gains and losses in the three and six month periods in 2007
and 2006.
24
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Components of Synfuel (Gains) Losses, Reserves
and Impairments, Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gains) recognized associated with fixed payments |
|
$ |
(25 |
) |
|
$ |
(8 |
) |
|
$ |
(58 |
) |
|
$ |
(30 |
) |
(Gains) recognized associated with
variable payments |
|
|
(26 |
) |
|
|
(17 |
) |
|
|
(32 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reserves (reversed) recorded for contractual
partners obligations |
|
|
(4 |
) |
|
|
85 |
|
|
|
(10 |
) |
|
|
125 |
|
Other reserves and impairments |
|
|
(10 |
) |
|
|
123 |
|
|
|
3 |
|
|
|
123 |
|
Hedge (gains) losses (mark-to-market) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hedges for 2006 exposure |
|
|
|
|
|
|
(48 |
) |
|
|
|
|
|
|
(86 |
) |
Hedges for 2007 exposure |
|
|
24 |
|
|
|
(12 |
) |
|
|
20 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(41 |
) |
|
$ |
123 |
|
|
$ |
(77 |
) |
|
$ |
102 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interest decreased $53 million in the second quarter of 2007 and decreased $65
million in the 2007 six-month period. The amounts reflect our partners share of operating losses
associated with synfuel operations. The decrease primarily reflects the decrease in 2007 losses
due to the 2006 one-time impairment charges.
Outlook Due to the implementation of our hedging strategy, we expect to continue to operate the
synfuel plants through December 31, 2007 when synfuel-related production tax credits expire.
CORPORATE & OTHER
Corporate & Other includes various corporate staff functions. As these functions support the
entire Company, their costs are fully allocated to the various segments based on services utilized.
Therefore, the effect of the allocation on each segment can vary from year to year. Additionally,
Corporate & Other holds certain non-utility debt, assets held for sale, and energy-related
investments.
Factors impacting income: Corporate & Other results increased $531 million in the 2007 second
quarter and $514 million in the 2007 six-month period due primarily to the gain on the sale of the
Antrim shale gas exploration and production business of approximately $897 million ($569 million
after-tax). Partially offsetting the increases are adjustments to normalize the effective income
tax rate. The income tax provisions of the segments are determined on a stand-alone basis.
Corporate & Other records necessary adjustments so that the consolidated income tax expense during
the quarter reflects the estimated calendar year effective rate.
DISCONTINUED OPERATIONS
DTE Georgetown (Georgetown) In the fourth quarter of 2006, management approved the marketing
of Georgetown, an 80 MW natural gas-fired peaking electric generating plant, for sale. In December
2006, Georgetown met the SFAS No. 144 criteria of an asset held for sale and we reported its
operating results as a discontinued operation. In February 2007, we entered into an agreement to
sell this plant. The sale received regulatory approval and closed in July 2007, resulting in gross
proceeds of approximately $23 million, which approximated our carrying value. Georgetown did not
have significant business activity for the three and six months ended June 30, 2007 and 2006.
DTE Energy Technologies (Dtech) - Dtech assembled, marketed, distributed and serviced distributed
generation products, provided application engineering, and monitored and managed on-site generation
system operations. In July 2005, management approved the restructuring of this business, resulting
in the identification of certain assets and liabilities to be sold or abandoned, primarily
associated with standby and continuous duty generation sales and service. Dtech did not have
significant business activity for the three and six months ended June 30, 2007 and 2006.
25
See Note 4 of the Notes to Consolidated Financial Statements.
CUMULATIVE EFFECT OF ACCOUNTING CHANGES
Effective January 1, 2007, we adopted FIN 48, Accounting for Uncertainty in Income Taxes an
interpretation of FASB Statement No. 109. The cumulative effect of the adoption of FIN 48
represented a $5 million reduction to the January 1, 2007 balance of retained earnings.
Effective January 1, 2006, we adopted SFAS No. 123(R), Share-Based Payment, using the modified
prospective transition method. The cumulative effect of the adoption of SFAS 123(R) was an
increase in net income of $1 million as a result of estimating forfeitures for previously granted
stock awards and performance shares.
See Note 1 of the Notes to Consolidated Financial Statements.
CAPITAL RESOURCES AND LIQUIDITY
Cash Requirements
During the first six months of 2007, our cash requirements were met primarily through
operations and short-term borrowings. We believe that we will have sufficient internal and
external capital resources to fund anticipated capital and operating requirements.
On June 29, 2007, we sold our Antrim shale gas exploration and production business for
gross proceeds of $1.258 billion.
26
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Cash and Cash Equivalents |
|
|
|
|
|
|
|
|
Cash Flow From (Used For): |
|
|
|
|
|
|
|
|
Operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
519 |
|
|
$ |
103 |
|
Depreciation, depletion and amortization |
|
|
467 |
|
|
|
446 |
|
Deferred income taxes |
|
|
(4 |
) |
|
|
53 |
|
Gain on sale of non-utility business |
|
|
(897 |
) |
|
|
|
|
Gain on sale of synfuel and other assets, net |
|
|
(67 |
) |
|
|
(18 |
) |
Working capital and other |
|
|
980 |
|
|
|
330 |
|
|
|
|
|
|
|
|
|
|
|
998 |
|
|
|
914 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities: |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(480 |
) |
|
|
(574 |
) |
Plant and equipment expenditures non-utility |
|
|
(141 |
) |
|
|
(144 |
) |
Acquisitions, net of cash acquired |
|
|
|
|
|
|
(27 |
) |
Proceeds from sale of non-utility business |
|
|
1,258 |
|
|
|
|
|
Proceeds from sale of synfuel and other assets, net |
|
|
216 |
|
|
|
197 |
|
Restricted cash and other investments |
|
|
(42 |
) |
|
|
(55 |
) |
|
|
|
|
|
|
|
|
|
|
811 |
|
|
|
(603 |
) |
|
|
|
|
|
|
|
Financing activities: |
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
|
|
|
|
545 |
|
Redemption of long-term debt |
|
|
(111 |
) |
|
|
(620 |
) |
Short-term borrowings, net |
|
|
(330 |
) |
|
|
(50 |
) |
Repurchase of common stock |
|
|
(333 |
) |
|
|
(10 |
) |
Dividends on common stock and other |
|
|
(189 |
) |
|
|
(188 |
) |
|
|
|
|
|
|
|
|
|
|
(963 |
) |
|
|
(323 |
) |
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
$ |
846 |
|
|
$ |
(12 |
) |
|
|
|
|
|
|
|
Operating Activities
A majority of the Companys operating cash flow is provided by our electric and gas utilities,
which are significantly influenced by factors such as weather, electric Customer Choice, regulatory
deferrals, regulatory outcomes, economic conditions and operating costs. Our non-utility
businesses also provide sources of cash flow to the enterprise, primarily from the synthetic fuels
business, which we believe, subject to considerations discussed below, will provide approximately
$900 million of cash during 2007-2009. Cash from operations
totaling $998 million in the 2007
six-month period was up $84 million from the comparable 2006 period. The operating cash flow
comparison reflects working capital and other improvements, primarily driven by risk management and
trading activities, partially offset by the decrease in net income after adjusting for non-cash
items (depreciation, depletion and amortization and deferred taxes)
and gains on sales of businesses and assets.
OutlookWe expect cash flow from operations to increase over the long-term primarily due to
improvements from higher earnings at our utilities. We are incurring costs associated with our
Performance Excellence Process, but we expect to realize sustained net cost savings beginning in
2007. We also may be impacted by the delayed collection of under-recoveries of our PSCR and GCR
costs and electric and gas accounts receivable as a result of MPSC orders. Gas prices are likely
to be a source of volatility with regard to working capital requirements for the foreseeable
future. We are continuing our efforts to identify opportunities to improve cash flow through
working capital initiatives.
We anticipate approximately $900 million of synfuel-related cash impacts from 2007 through 2009,
which consists of cash from operations, asset sales, proceeds from option hedges, and approximately $500
million
27
of tax credit carry-forward utilization and other tax benefits that are expected to reduce future
tax payments. The redeployment of this cash represents a unique opportunity to increase shareholder
value and strengthen our balance sheet.
Pursuant to our strategy to monetize value from our non-utility businesses, we have agreed to sell
a 50 percent interest in a portfolio of select Power and Industrial Projects. Immediately prior to
the sale of the equity interest, the company that will own the
portfolio of projects will
obtain debt financing and the proceeds will be distributed to us. The total gross proceeds we will
receive are expected to be approximately $800 million. The sale is subject to normal closing conditions and the
receipt of satisfactory financing arrangements. The transaction is expected to close in the second
half of 2007. We plan to account for our 50 percent ownership interest in the
company that will own the portfolio of projects using the equity method. See Note 4 to the Notes to
Consolidated Financial Statements.
Investing Activities
Net cash from investing activities increased $1.4 billion in the 2007 six-month period as
compared to the same 2006 period. The 2007 change was primarily related to the sale of our
Antrim shale gas exploration and production business.
Financing Activities
Net cash used for financing activities increased $640 million in the 2007 six-month period,
compared to the same 2006 period, primarily related to repurchase of common stock and lower
short-term borrowings.
Cash Utilization
We expect
cash generated from our utilities, our synfuels operations and the actual and
potential cash from monetization of certain of our non-utility assets
and operations to be used to reduce debt
and repurchase common stock, and to continue to pursue growth investments that meet our strict
risk-return and value creation criteria. Our objectives for cash redeployment are to strengthen the
balance sheet and coverage ratios to improve our current credit rating and outlook, and to have any
monetization be accretive to earnings per share.
In conjunction with the signing of the agreement to sell Antrim, our Board of Directors authorized
an increase in our common share repurchase program to $1.55 billion from $700 million. Our goal is
to execute share repurchases of approximately $900 million by December 31, 2007, inclusive of
purchases from the fourth quarter of 2006 through June 30, 2007 amounting to over $400 million.
The amount of stock repurchased depends primarily on the net after-tax proceeds realized from the
non-utility monetization plan. We plan to pursue open-market purchases throughout the year and we
may also pursue an accelerated share repurchase plan should the right market conditions align with
the expected completion of the non-utility restructuring plan.
NEW ACCOUNTING PRONOUNCEMENTS
See Note 3 of the Notes to Consolidated Financial Statements.
FAIR VALUE OF CONTRACTS
The following disclosures provide enhanced transparency of the derivative activities and
position of our trading businesses and our other businesses.
The accounting standards for determining whether a contract meets the criteria for derivative
accounting are numerous and complex. Moreover, significant judgment is required to determine
whether a contract requires derivative accounting, and similar contracts can sometimes be accounted
for differently. If a contract is accounted for as a derivative instrument, it is recorded in the
financial statements as Assets or Liabilities from risk management and trading activities, at the
fair value of the contract. The recorded
28
fair value of the contract is then adjusted quarterly, in the Consolidated Statement of Operations,
to reflect any change in the fair value of the contract, a practice known as mark-to-market (MTM)
accounting. Changes in the fair value of a designated derivative that is highly effective as a cash
flow hedge are recorded as a component of accumulated other comprehensive income, net of taxes,
until the hedged item affects income. These amounts are subsequently reclassified into earnings as
a component of the value of the forecasted transaction, in the same period as the forecasted
transaction affects earnings. The ineffective portion of the fair value changes is recognized in
the Consolidated Statement of Operations immediately.
Fair value represents the amount at which willing parties would transact an arms-length
transaction. To determine the fair value of contracts accounted for as derivative instruments, we
use a combination of quoted market prices and mathematical valuation models. Valuation models
require various inputs, including forward prices, volatility, interest rates, and exercise periods.
Contracts we typically classify as derivative instruments are power, gas and oil forwards, futures,
options and swaps, as well as foreign currency contracts. Items we do not generally account for as
derivatives (and which are therefore excluded from the following tables) include gas inventory, gas
storage and transportation arrangements, and gas and oil reserves. As subsequently discussed, we
have fully reserved the value of derivative contracts beyond the liquid trading timeframe thereby
not impacting the financial statements.
The subsequent tables contain the following four categories represented by their operating
characteristics and key risks.
|
|
|
Proprietary Trading represents derivative activity transacted with the intent of
taking a view, capturing market price changes, or putting capital at risk. This activity
is speculative in nature as opposed to hedging an existing exposure. |
|
|
|
|
Structured Contracts represents derivative activity transacted by originating
substantially hedged positions with wholesale energy marketers, utilities, retail
aggregators and alternative energy suppliers. Although transactions are generally executed
with a buyer and seller simultaneously, some positions remain open until a suitable
offsetting transaction can be executed. |
|
|
|
|
Economic Hedges represents derivative activity associated with assets owned and
contracted by DTE Energy, including forward sales of gas production and trades associated
with owned transportation and storage capacity. Changes in the value of derivatives in
this category economically offset changes in the value of underlying non-derivative
positions, which do not qualify for fair value accounting. The difference in accounting
treatment of derivatives in this category and the underlying non-derivative positions can
result in significant earnings volatility as discussed in more detail in the preceding
Results of Operations section. |
|
|
|
|
Other Non-Trading Activities primarily represent derivative activity associated with
our gas reserves and synfuel operations. A substantial portion of the price risk
associated with the Barnett gas reserves has been mitigated through 2010. Changes in the
value of the hedges are recorded as Assets or Liabilities from risk management and trading
activities, with an offset in other comprehensive income to the extent that the hedges are
deemed effective. Oil-related derivative contracts have been executed to economically hedge
cash flow risks related to underlying, non-derivative synfuel related positions through
2007. The amounts shown in the following tables exclude the value of the underlying gas
reserves and synfuel proceeds including changes therein. |
29
Roll-Forward of Mark-to-Market Energy Contract Net Assets
The following table provides details on changes in our MTM net asset or (liability) position
during the six months ended June 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
|
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
Trading |
|
|
|
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Total |
|
|
Activities |
|
|
Total |
|
MTM at December 31, 2006 |
|
$ |
(9 |
) |
|
$ |
(2 |
) |
|
$ |
(36 |
) |
|
$ |
(47 |
) |
|
$ |
(24 |
) |
|
$ |
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassed to realized upon settlement |
|
|
1 |
|
|
|
(9 |
) |
|
|
39 |
|
|
|
31 |
|
|
|
17 |
|
|
|
48 |
|
Changes in fair value recorded to
income |
|
|
32 |
|
|
|
(64 |
) |
|
|
3 |
|
|
|
(29 |
) |
|
|
(241 |
) |
|
|
(270 |
) |
Amortization of option premiums |
|
|
(7 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
(8 |
) |
|
|
|
|
|
|
(8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recorded to unrealized income |
|
|
26 |
|
|
|
(74 |
) |
|
|
42 |
|
|
|
(6 |
) |
|
|
(224 |
) |
|
|
(230 |
) |
Amounts recorded in Other
Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
(2 |
) |
Transfer of contracts between Trading
and Non-Trading Activities |
|
|
|
|
|
|
(323 |
) |
|
|
|
|
|
|
(323 |
) |
|
|
323 |
|
|
|
|
|
Option premiums paid and other |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
(9 |
) |
|
|
5 |
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MTM at June 30, 2007 |
|
$ |
8 |
|
|
$ |
(399 |
) |
|
$ |
6 |
|
|
$ |
(385 |
) |
|
$ |
78 |
|
|
$ |
(307 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A substantial portion of the companys price risk related to its Antrim shale gas exploration
and production business had been mitigated by financial contracts that hedged our price risk
exposure through 2013. These financial contracts were accounted for as cash flow hedges, with
changes in estimated fair value of the contracts for the liquid forward period reflected in other
comprehensive income. Upon the sale of Antrim, the financial contracts no longer qualified as cash
flow hedges. The contracts were retained and assigned to Energy Trading, and offsetting financial
contracts were put into place to effectively settle these positions.
The following table provides a current and noncurrent analysis of Assets and Liabilities from risk
management and trading activities, as reflected in the Consolidated Statement of Financial
Position as of June 30, 2007. Amounts that relate to contracts that become due within twelve
months are classified as current and all remaining amounts are classified as noncurrent.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Trading Activities |
|
|
Non- |
|
|
Total |
|
|
|
Proprietary |
|
|
Structured |
|
|
Economic |
|
|
|
|
|
|
|
|
|
|
Trading |
|
|
Assets |
|
(in Millions) |
|
Trading |
|
|
Contracts |
|
|
Hedges |
|
|
Eliminations |
|
|
Totals |
|
|
Activities |
|
|
(Liabilities) |
|
Current assets |
|
$ |
64 |
|
|
$ |
102 |
|
|
$ |
44 |
|
|
$ |
(29 |
) |
|
$ |
181 |
|
|
$ |
92 |
|
|
$ |
273 |
|
Noncurrent assets |
|
|
2 |
|
|
|
25 |
|
|
|
69 |
|
|
|
(2 |
) |
|
|
94 |
|
|
|
|
|
|
|
94 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM assets |
|
|
66 |
|
|
|
127 |
|
|
|
113 |
|
|
|
(31 |
) |
|
|
275 |
|
|
|
92 |
|
|
|
367 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
(57 |
) |
|
|
(186 |
) |
|
|
(38 |
) |
|
|
29 |
|
|
|
(252 |
) |
|
|
(11 |
) |
|
|
(263 |
) |
Noncurrent liabilities |
|
|
(1 |
) |
|
|
(340 |
) |
|
|
(69 |
) |
|
|
2 |
|
|
|
(408 |
) |
|
|
(3 |
) |
|
|
(411 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM liabilities |
|
|
(58 |
) |
|
|
(526 |
) |
|
|
(107 |
) |
|
|
31 |
|
|
|
(660 |
) |
|
|
(14 |
) |
|
|
(674 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total MTM net assets
(liabilities) |
|
$ |
8 |
|
|
$ |
(399 |
) |
|
$ |
6 |
|
|
$ |
|
|
|
$ |
(385 |
) |
|
$ |
78 |
|
|
$ |
(307 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30
Maturity of Fair Value of MTM Energy Contract Net Assets
Our intent is to recognize MTM activity only when pricing
data is obtained from active quotes
and published indexes. We derive the pricing for our contracts from active quotes or external
resources. Actively quoted indexes include exchange-traded positions such as the New York
Mercantile Exchange and the Intercontinental Exchange, and over-the-counter positions for which
broker quotes are available. Our intent is to recognize MTM activity only when pricing data is
obtained from active quotes and published indexes. We periodically review our policy for changes
in market liquidity. During 2007, we performed an analysis of the energy markets and its
participants, including an evaluation of liquidity. We concluded these now meet our criteria and
an extension of the liquid timeframe for recognizing mark-to-market activity for natural gas is
warranted. Accordingly, our natural gas contracts are marked through 2014. As of this analysis,
we continue to mark-to-market our power positions 24 months into the future.
The majority of our long-dated power contracts relate to retail or structured transactions,
which require the use of internal models to estimate fair value. The Company periodically
assesses the liquid trading timeframe and other assumptions which may impact the estimated fair value
derived from these models. We fully reserve all unrealized gains and losses
related to periods beyond the liquid trading timeframe, therefore these unrealized gains and losses
do not impact income.
As a result of adherence to generally
accepted accounting principles, the tables above do not
include the expected earnings impacts of certain non-derivative gas storage and power contracts.
Consequently, gains and losses from these positions may not match with the related physical and
financial hedging instruments in some reporting periods, resulting in volatility in DTE Energys
reported period-by-period earnings; however, the financial impact of this timing difference will
reverse at the time of physical delivery and/or settlement. The table below shows the maturity of
our MTM positions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
|
|
Source of Fair Value |
|
2007 |
|
|
2008 |
|
|
2009 |
|
|
and Beyond |
|
|
Total Fair Value |
|
Proprietary Trading |
|
$ |
8 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
8 |
|
Structured Contracts |
|
|
(40 |
) |
|
|
(88 |
) |
|
|
(80 |
) |
|
|
(191 |
) |
|
|
(399 |
) |
Economic Hedges |
|
|
11 |
|
|
|
3 |
|
|
|
(7 |
) |
|
|
(1 |
) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Energy Trading Activities |
|
|
(21 |
) |
|
|
(85 |
) |
|
|
(87 |
) |
|
|
(192 |
) |
|
|
(385 |
) |
Other Non-Trading Activities |
|
|
82 |
|
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(1 |
) |
|
|
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
61 |
|
|
$ |
(86 |
) |
|
$ |
(89 |
) |
|
$ |
(193 |
) |
|
$ |
(307 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Commodity Price Risk
DTE Energy has commodity price risk in both utility and non-utility businesses arising from
market price fluctuations.
The Electric and Gas Utility businesses have risks in conjunction with the anticipated purchases of
coal, natural gas, uranium, electricity, and base metals to meet their service obligations.
Further, changes in the price of electricity can impact the level of exposure of Customer Choice
programs and uncollectible expenses at the Electric Utility. In addition, changes in the price of
natural gas can impact the valuation of lost gas, storage sales revenue and uncollectible expenses
at the Gas Utility.
To limit our exposure to commodity price fluctuations, the Utility businesses have applied various
approaches to manage this risk. The approaches include forward energy, capacity, storage and
futures contracts, as well as regulatory rate-recovery mechanisms. Regulatory rate-recovery occurs
in the form of PSCR and GCR mechanisms and a tracking mechanism to mitigate some losses from
customer migration due to electric Customer Choice programs. See Note 6 of the Notes to
Consolidated Financial Statements.
31
The non-utility businesses have risk in conjunction with electricity, natural gas, crude oil and
coal.
Our Power and Industrial Projects and Synthetic Fuel segments are subject to crude oil,
electricity, natural gas and coal based product price risk. As previously discussed, production tax
credits generated by DTE Energys synfuel, coke battery and landfill gas recovery operations are
subject to phase-out if domestic crude oil prices reach certain levels. The benefits associated
with production tax credits may be subject to changes in federal tax law. We have entered into a
series of derivative contracts for 2007 to economically hedge the impact of oil prices on a portion
of our synfuel cash flow. To limit our exposure to the other commodities we may use forward energy,
capacity and futures contracts.
Our Unconventional Gas Production business segment has exposure to natural gas and, to a lesser
extent, crude oil price fluctuations. These commodity price fluctuations can impact both current
year earnings and reserve valuations. To manage this exposure we use forward energy and futures
contracts.
Our Energy Trading business segment has exposure to electricity, natural gas and crude oil price
fluctuations. These risks are managed through its energy marketing and trading operations through
the use of forward energy, capacity, storage and futures contracts, within pre-determined risk
parameters.
Our Coal and Gas Midstream business segment has exposure to natural gas and coal price
fluctuations. These coal price risks are managed primarily through its coal transportation and
marketing operations through the use of forward coal and futures contracts. The Gas Midstream
business unit manages its exposure through the sale of long-term storage and transportation
contracts.
Credit Risk
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to numerous
companies operating in the steel, automotive, energy, retail and other industries. Certain of our
customers have filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. We
regularly review contingent matters relating to these customers and our purchase and sale contracts
and we record provisions for amounts considered at risk of probable loss. We believe our
accrued amounts are adequate for probable loss. The final resolution of these matters is
not expected to have a material effect on our financial statements.
Other
We engage in business with customers that are non-investment grade. We closely monitor the credit
ratings of these customers and, when deemed necessary, we request collateral or guarantees from
such customers to secure their obligations.
Energy Trading
We are exposed to credit risk through trading activities. Credit risk is the potential loss that
may result if our trading counterparties fail to meet their contractual obligations. We utilize
both external and internally generated credit assessments when determining the credit quality of
our trading counterparties. The following table displays the credit quality of our trading
counterparties as of June 30, 2007:
32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Exposure |
|
|
|
|
|
|
|
|
|
before Cash |
|
|
Cash |
|
|
|
|
(in Millions) |
|
Collateral |
|
|
Collateral |
|
|
Net Credit Exposure |
|
Investment Grade (1) |
|
|
|
|
|
|
|
|
|
|
|
|
A- and Greater |
|
$ |
397 |
|
|
$ |
(12 |
) |
|
$ |
385 |
|
BBB+ and BBB |
|
|
158 |
|
|
|
|
|
|
|
158 |
|
BBB- |
|
|
72 |
|
|
|
|
|
|
|
72 |
|
|
|
|
|
|
|
|
|
|
|
Total Investment Grade |
|
|
627 |
|
|
|
(12 |
) |
|
|
615 |
|
Non-investment grade (2) |
|
|
49 |
|
|
|
(5 |
) |
|
|
44 |
|
Internally Rated investment grade (3) |
|
|
96 |
|
|
|
|
|
|
|
96 |
|
Internally Rated non-investment grade (4) |
|
|
22 |
|
|
|
(9 |
) |
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
794 |
|
|
$ |
(26 |
) |
|
$ |
768 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This category includes counterparties with minimum credit ratings of Baa3 assigned by
Moodys Investors Service (Moodys) and BBB- assigned by Standard & Poors Rating Group, a
division of the McGraw-Hill Companies, Inc. (Standard & Poors). The five largest
counterparty exposures combined for this category represented 21 percent of the total gross
credit exposure. |
|
(2) |
|
This category includes counterparties with credit ratings that are below investment
grade. The five largest counterparty exposures combined for this category represented 5
percent of the total gross credit exposure. |
|
(3) |
|
This category includes counterparties that have not been rated by Moodys or Standard &
Poors, but are considered investment grade based on DTE Energys evaluation of the
counterpartys creditworthiness. The five largest counterparty exposures combined for this
category represented 6 percent of the total gross credit exposure. |
|
(4) |
|
This category includes counterparties that have not been rated by Moodys or Standard &
Poors, and are considered non-investment grade based on DTE Energys evaluation of the
counterpartys creditworthiness. The five largest counterparty exposures combined for this
category represented 3 percent of the gross credit exposure. |
Interest Rate Risk
DTE Energy is subject to interest rate risk in connection with the issuance of debt and
preferred securities. In order to manage interest costs, we may use treasury locks and interest
rate swap agreements. Our exposure to interest rate risk arises primarily from changes in U.S.
Treasury rates, commercial paper rates and London Inter-Bank Offered Rates (LIBOR). As of June 30,
2007, the Company had a floating rate debt to total debt ratio of approximately 14.3 percent
(excluding securitized debt).
Foreign Currency Risk
DTE Energy has foreign currency exchange risk arising from market price fluctuations
associated with fixed priced contracts. These contracts are denominated in Canadian dollars and
are primarily for the purchase and sale of power as well as for long-term transportation and
transmission capacity. To limit our exposure to foreign currency fluctuations, we have entered
into a series of currency forward contracts through January 2012. Additionally, we may enter into
fair value currency hedges to mitigate changes in the value of contracts or loans.
Summary of Sensitivity Analysis
We performed a sensitivity analysis to calculate the fair values of our commodity contracts,
long-term debt instruments and foreign currency forward contracts. The sensitivity analysis
involved increasing and decreasing forward rates at June 30, 2007 by a hypothetical 10 percent and
calculating the resulting change in the fair values.
33
The results of the sensitivity analysis calculations follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Assuming a 10% |
|
Assuming a 10% decrease in |
|
|
Activity |
|
increase in rates |
|
rates |
|
Change in the fair value of |
|
Gas Contracts |
|
$ |
(17 |
) |
|
$ |
17 |
|
|
Commodity contracts |
Power Contracts |
|
$ |
(19 |
) |
|
$ |
18 |
|
|
Commodity contracts |
Oil Contracts |
|
$ |
115 |
|
|
$ |
(69 |
) |
|
Commodity options |
Interest Rate Risk |
|
$ |
(305 |
) |
|
$ |
330 |
|
|
Long-term debt |
Foreign Currency Risk |
|
$ |
2 |
|
|
$ |
(2 |
) |
|
Forward contracts |
|
34
CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures
Management of the Company carried out an evaluation, under the supervision and with the
participation of the Companys Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the Companys disclosure controls and procedures (as
defined in the Securities Exchange Act of 1934 (Exchange Act) Rules 13a-15(e) and 15d-15(e)) as of
June 30, 2007, which is the end of the period covered by this report. Based on this evaluation, the
Companys Chief Executive Officer and Chief Financial Officer have concluded that such controls and
procedures are effective in ensuring that information required to be disclosed by the Company in
reports that it files or submits under the Exchange Act, is recorded, processed, summarized and
reported within the time periods specified in the SECs rules and forms. Disclosure controls and
procedures include, without limitation, controls and procedures designed to ensure that information
required to be disclosed by the Company in the reports that it files or submits under the Exchange
Act is accumulated and communicated to the Companys management, including its Chief Executive
Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required
disclosure. Due to the inherent limitations in the effectiveness of any disclosure controls and
procedures, management cannot provide absolute assurance that the objectives of its disclosure
controls and procedures will be met.
(b) Changes in internal control over financial reporting
In April 2007, we began implementing the second phase of our Enterprise Business Systems (EBS)
project. EBS is an enterprise resource planning system initiative to improve existing processes and
to implement new core information systems, relating to finance, human resources, supply chain and
work management. Changes were made, and will be made, to many aspects of our internal control
over financial reporting to adapt to EBS, and we are taking the necessary precautions to ensure
that the transition to EBS will not have a material negative impact on our internal control over
financial reporting. However, testing of the effectiveness of these controls will not be completed
until the second half of 2007 and, therefore, we can provide no assurance that internal control
issues will not arise.
There have
been no other changes in the Companys internal control over
financial reporting during the quarter ended June 30, 2007 that has materially affected, or is
reasonably likely to materially affect, the Companys internal control over financial reporting.
35
DTE Energy Company
Consolidated Statement of Operations (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions, Except per Share Amounts) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
$ |
1,954 |
|
|
$ |
1,895 |
|
|
$ |
4,684 |
|
|
$ |
4,530 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel, purchased power and gas |
|
|
698 |
|
|
|
588 |
|
|
|
1,833 |
|
|
|
1,648 |
|
Operation and maintenance |
|
|
1,110 |
|
|
|
906 |
|
|
|
2,168 |
|
|
|
1,927 |
|
Depreciation, depletion and amortization |
|
|
242 |
|
|
|
221 |
|
|
|
467 |
|
|
|
446 |
|
Taxes other than income |
|
|
114 |
|
|
|
83 |
|
|
|
208 |
|
|
|
175 |
|
Gain on sale of non-utility business (Note 4) |
|
|
(897 |
) |
|
|
|
|
|
|
(897 |
) |
|
|
|
|
Other asset (gains) and losses, reserves and
impairments, net |
|
|
(32 |
) |
|
|
127 |
|
|
|
(58 |
) |
|
|
122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,235 |
|
|
|
1,925 |
|
|
|
3,721 |
|
|
|
4,318 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
719 |
|
|
|
(30 |
) |
|
|
963 |
|
|
|
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (Income) and Deductions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
134 |
|
|
|
134 |
|
|
|
271 |
|
|
|
267 |
|
Interest income |
|
|
(11 |
) |
|
|
(13 |
) |
|
|
(21 |
) |
|
|
(25 |
) |
Other income |
|
|
(6 |
) |
|
|
(12 |
) |
|
|
(24 |
) |
|
|
(24 |
) |
Other expenses |
|
|
25 |
|
|
|
10 |
|
|
|
34 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
142 |
|
|
|
119 |
|
|
|
260 |
|
|
|
238 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) Before Income Taxes and Minority
Interest |
|
|
577 |
|
|
|
(149 |
) |
|
|
703 |
|
|
|
(26 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax Provision (Benefit) |
|
|
247 |
|
|
|
(8 |
) |
|
|
297 |
|
|
|
50 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority Interest |
|
|
(55 |
) |
|
|
(109 |
) |
|
|
(113 |
) |
|
|
(180 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
385 |
|
|
|
(32 |
) |
|
|
519 |
|
|
|
104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from Discontinued Operations, net of tax |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative Effect of Accounting Change, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
385 |
|
|
$ |
(33 |
) |
|
$ |
519 |
|
|
$ |
103 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings (Loss) per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
2.21 |
|
|
$ |
(.18 |
) |
|
$ |
2.96 |
|
|
$ |
.58 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
|
|
|
|
(.01 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.21 |
|
|
$ |
(.19 |
) |
|
$ |
2.96 |
|
|
$ |
.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) per Common Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
2.20 |
|
|
$ |
(.18 |
) |
|
$ |
2.95 |
|
|
$ |
.58 |
|
Discontinued operations |
|
|
|
|
|
|
(.01 |
) |
|
|
|
|
|
|
(.01 |
) |
Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2.20 |
|
|
$ |
(.19 |
) |
|
$ |
2.95 |
|
|
$ |
.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Common Shares Outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
174 |
|
|
|
177 |
|
|
|
175 |
|
|
|
177 |
|
Diluted |
|
|
175 |
|
|
|
177 |
|
|
|
176 |
|
|
|
178 |
|
Dividends Declared per Common Share |
|
$ |
.53 |
|
|
$ |
.515 |
|
|
$ |
1.06 |
|
|
$ |
1.03 |
|
See Notes to Consolidated Financial Statements (Unaudited)
36
DTE Energy Company
Consolidated Statement of Financial Position (unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30 |
|
|
December 31 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
993 |
|
|
$ |
147 |
|
Restricted cash |
|
|
143 |
|
|
|
146 |
|
Accounts receivable (less allowance for doubtful accounts of $179 and $170,
respectively) |
|
|
|
|
|
|
|
|
Customer |
|
|
1,391 |
|
|
|
1,427 |
|
Collateral held by others |
|
|
102 |
|
|
|
68 |
|
Other |
|
|
205 |
|
|
|
442 |
|
Accrued power and gas supply cost recovery revenue |
|
|
88 |
|
|
|
117 |
|
Inventories |
|
|
|
|
|
|
|
|
Fuel and gas |
|
|
530 |
|
|
|
562 |
|
Materials and supplies |
|
|
180 |
|
|
|
153 |
|
Deferred income taxes |
|
|
283 |
|
|
|
245 |
|
Assets from risk management and trading activities |
|
|
273 |
|
|
|
461 |
|
Other |
|
|
148 |
|
|
|
193 |
|
|
|
|
|
|
|
|
|
|
|
4,336 |
|
|
|
3,961 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
Nuclear decommissioning trust funds |
|
|
794 |
|
|
|
740 |
|
Other |
|
|
520 |
|
|
|
505 |
|
|
|
|
|
|
|
|
|
|
|
1,314 |
|
|
|
1,245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
Property, plant and equipment |
|
|
19,024 |
|
|
|
19,224 |
|
Less accumulated depreciation and depletion |
|
|
(7,564 |
) |
|
|
(7,773 |
) |
|
|
|
|
|
|
|
|
|
|
11,460 |
|
|
|
11,451 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Assets |
|
|
|
|
|
|
|
|
Goodwill |
|
|
2,043 |
|
|
|
2,057 |
|
Regulatory assets |
|
|
3,112 |
|
|
|
3,226 |
|
Securitized regulatory assets |
|
|
1,182 |
|
|
|
1,235 |
|
Intangible assets |
|
|
72 |
|
|
|
72 |
|
Notes receivable |
|
|
149 |
|
|
|
164 |
|
Assets from risk management and trading activities |
|
|
94 |
|
|
|
164 |
|
Prepaid pension assets |
|
|
75 |
|
|
|
71 |
|
Other |
|
|
121 |
|
|
|
139 |
|
|
|
|
|
|
|
|
|
|
|
6,848 |
|
|
|
7,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
23,958 |
|
|
$ |
23,785 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
37
DTE Energy Company
Consolidated Statement of Financial Position (unaudited)
|
|
|
|
|
|
|
|
|
|
|
June 30 |
|
|
December 31 |
|
(in Millions, Except Shares) |
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
1,344 |
|
|
$ |
1,145 |
|
Accrued interest |
|
|
116 |
|
|
|
115 |
|
Dividends payable |
|
|
91 |
|
|
|
94 |
|
Short-term borrowings |
|
|
801 |
|
|
|
1,131 |
|
Gas inventory equalization |
|
|
145 |
|
|
|
|
|
Current portion of long-term debt, including capital leases |
|
|
403 |
|
|
|
354 |
|
Liabilities from risk management and trading activities |
|
|
263 |
|
|
|
437 |
|
Deferred gains from asset sales |
|
|
288 |
|
|
|
208 |
|
Other |
|
|
701 |
|
|
|
680 |
|
|
|
|
|
|
|
|
|
|
|
4,152 |
|
|
|
4,164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Debt (net of current portion) |
|
|
|
|
|
|
|
|
Mortgage bonds, notes and other |
|
|
5,816 |
|
|
|
5,918 |
|
Securitization bonds |
|
|
1,124 |
|
|
|
1,185 |
|
Trust preferred-linked securities |
|
|
289 |
|
|
|
289 |
|
Capital lease obligations |
|
|
75 |
|
|
|
82 |
|
|
|
|
|
|
|
|
|
|
|
7,304 |
|
|
|
7,474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
1,562 |
|
|
|
1,465 |
|
Regulatory liabilities |
|
|
808 |
|
|
|
765 |
|
Asset retirement obligations |
|
|
1,248 |
|
|
|
1,221 |
|
Unamortized investment tax credit |
|
|
113 |
|
|
|
120 |
|
Liabilities from risk management and trading activities |
|
|
411 |
|
|
|
259 |
|
Liabilities from transportation and storage contracts |
|
|
137 |
|
|
|
157 |
|
Accrued pension liability |
|
|
393 |
|
|
|
388 |
|
Accrued postretirement liability |
|
|
1,424 |
|
|
|
1,414 |
|
Deferred gains from asset sales |
|
|
16 |
|
|
|
36 |
|
Nuclear decommissioning |
|
|
126 |
|
|
|
119 |
|
Other |
|
|
328 |
|
|
|
312 |
|
|
|
|
|
|
|
|
|
|
|
6,566 |
|
|
|
6,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies (Notes 2, 6 and 9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority Interest |
|
|
47 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity |
|
|
|
|
|
|
|
|
Common stock, without par value, 400,000,000 shares authorized,
170,649,715 and 177,138,060 shares issued and outstanding, respectively |
|
|
3,311 |
|
|
|
3,467 |
|
Retained earnings (less FIN 48 cumulative effect adjustment of $5 in 2007) |
|
|
2,700 |
|
|
|
2,593 |
|
Accumulated other comprehensive loss |
|
|
(122 |
) |
|
|
(211 |
) |
|
|
|
|
|
|
|
|
|
|
5,889 |
|
|
|
5,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders Equity |
|
$ |
23,958 |
|
|
$ |
23,785 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
38
DTE Energy Company
Consolidated Statement of Cash Flows (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
519 |
|
|
$ |
103 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
Depreciation, depletion and amortization |
|
|
467 |
|
|
|
446 |
|
Deferred income taxes |
|
|
(4 |
) |
|
|
53 |
|
Gain on sale of interests in synfuel projects |
|
|
(77 |
) |
|
|
(20 |
) |
Gain on sale of non-utility business |
|
|
(897 |
) |
|
|
|
|
Other asset (gains), losses and reserves, net |
|
|
10 |
|
|
|
2 |
|
Impairment of synfuel projects |
|
|
|
|
|
|
122 |
|
Partners share of synfuel project losses |
|
|
(115 |
) |
|
|
(180 |
) |
Contributions from synfuel partners |
|
|
101 |
|
|
|
129 |
|
Cumulative effect of accounting change |
|
|
|
|
|
|
(1 |
) |
Changes in assets and liabilities, exclusive of changes shown separately |
|
|
994 |
|
|
|
260 |
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
998 |
|
|
|
914 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Plant and equipment expenditures utility |
|
|
(480 |
) |
|
|
(574 |
) |
Plant and equipment expenditures non-utility |
|
|
(141 |
) |
|
|
(144 |
) |
Acquisitions, net of cash acquired |
|
|
|
|
|
|
(27 |
) |
Proceeds from sale of interests in synfuel projects |
|
|
221 |
|
|
|
163 |
|
Refunds to synfuel partners |
|
|
(16 |
) |
|
|
|
|
Proceeds from sale of non-utility business |
|
|
1,258 |
|
|
|
|
|
Proceeds from sale of other assets, net |
|
|
11 |
|
|
|
34 |
|
Restricted cash for debt redemptions |
|
|
4 |
|
|
|
(5 |
) |
Proceeds from sale of nuclear decommissioning trust fund assets |
|
|
124 |
|
|
|
99 |
|
Investment in nuclear decommissioning trust funds |
|
|
(140 |
) |
|
|
(118 |
) |
Other investments |
|
|
(30 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
Net cash from (used for) investing activities |
|
|
811 |
|
|
|
(603 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Issuance of long-term debt |
|
|
|
|
|
|
545 |
|
Redemption of long-term debt |
|
|
(111 |
) |
|
|
(620 |
) |
Short-term borrowings, net |
|
|
(330 |
) |
|
|
(50 |
) |
Repurchase of common stock |
|
|
(333 |
) |
|
|
(10 |
) |
Dividends on common stock |
|
|
(187 |
) |
|
|
(182 |
) |
Other |
|
|
(2 |
) |
|
|
(6 |
) |
|
|
|
|
|
|
|
Net cash used for financing activities |
|
|
(963 |
) |
|
|
(323 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
|
846 |
|
|
|
(12 |
) |
Cash and Cash Equivalents at Beginning of the Period |
|
|
147 |
|
|
|
88 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of the Period |
|
$ |
993 |
|
|
$ |
76 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
39
DTE Energy Company
Consolidated Statement of Changes in Shareholders Equity
and Comprehensive Income (unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Common Stock |
|
|
Retained |
|
|
Comprehensive |
|
|
|
|
(Dollars in Millions, Shares in Thousands) |
|
Shares |
|
|
Amount |
|
|
Earnings |
|
|
Loss |
|
|
Total |
|
Balance, December 31, 2006 |
|
|
177,138 |
|
|
$ |
3,467 |
|
|
$ |
2,593 |
|
|
$ |
(211 |
) |
|
$ |
5,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
519 |
|
|
|
|
|
|
|
519 |
|
Implementation of FIN 48 |
|
|
|
|
|
|
|
|
|
|
(5 |
) |
|
|
|
|
|
|
(5 |
) |
Pension and postretirement obligations,
net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Dividends declared on common stock |
|
|
|
|
|
|
|
|
|
|
(185 |
) |
|
|
|
|
|
|
(185 |
) |
Repurchase and retirement of common stock |
|
|
(6,648 |
) |
|
|
(153 |
) |
|
|
(222 |
) |
|
|
|
|
|
|
(375 |
) |
Net change in unrealized gains on
derivatives, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
88 |
|
|
|
88 |
|
Net change in unrealized losses on
investments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(1 |
) |
Stock-based compensation |
|
|
160 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
Balance, June 30, 2007 |
|
|
170,650 |
|
|
$ |
3,311 |
|
|
$ |
2,700 |
|
|
$ |
(122 |
) |
|
$ |
5,889 |
|
|
The following table displays comprehensive income for the six-month periods ended June 30:
|
|
|
|
|
|
|
|
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Net income |
|
$ |
519 |
|
|
$ |
103 |
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax: |
|
|
|
|
|
|
|
|
Pension and postretirement obligations, net of taxes of $1 and $- , respectively |
|
|
2 |
|
|
|
|
|
Net unrealized gains (losses) on derivatives: |
|
|
|
|
|
|
|
|
Gains
(losses) arising during the period, net of taxes of $(77) and $46,
respectively |
|
|
(143 |
) |
|
|
86 |
|
Amounts
reclassified to income, net of taxes of $125 and $(24), respectively |
|
|
231 |
|
|
|
(44 |
) |
|
|
|
|
|
|
|
|
|
|
88 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
Net unrealized gains (losses) on investments: |
|
|
|
|
|
|
|
|
Losses arising during the period, net of taxes of $(2) and $(1), respectively |
|
|
(3 |
) |
|
|
(2 |
) |
Amounts reclassified from income, net of taxes of $1 and $-, respectively |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
608 |
|
|
$ |
143 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements (Unaudited)
40
DTE Energy Company
Notes to Consolidated Financial Statements (Unaudited)
NOTE 1 GENERAL
These Consolidated Financial Statements should be read in conjunction with the Notes to
Consolidated Financial Statements included in the 2006 Annual Report on Form 10-K.
The accompanying Consolidated Financial Statements are prepared using accounting principles
generally accepted in the United States of America. These accounting principles require us to use
estimates and assumptions that impact reported amounts of assets, liabilities, revenues and
expenses, and the disclosure of contingent assets and liabilities. Actual results may differ from
our estimates.
The Consolidated Financial Statements are unaudited, but in our opinion include all adjustments
necessary for a fair presentation of such financial statements. All adjustments are of a normal
recurring nature, except as otherwise disclosed in these Consolidated Financial Statements and
Notes to Consolidated Financial Statements. Financial results for this interim period are not
necessarily indicative of results that may be expected for any other interim period or for the
fiscal year ending December 31, 2007.
References in this report to we, us, our, Company or DTE are to DTE Energy and its
subsidiaries, collectively.
Asset Retirement Obligations
We have a legal retirement obligation for the decommissioning costs of our Fermi 1 and Fermi 2
nuclear plants. To a lesser extent, we have legal retirement obligations for the synthetic fuel
operations, gas production facilities, gas gathering facilities and various other operations. We
have conditional retirement obligations for gas pipeline retirement costs and disposal of asbestos
at certain of our power plants. To a lesser extent, we have conditional retirement obligations at
certain service centers, compressor and gate stations, and disposal costs for PCB contained within
transformers and circuit breakers. We recognize such obligations as liabilities at fair market
value at the time the associated assets are placed in service. Fair value is measured using
expected future cash outflows discounted at our credit-adjusted risk-free rate.
For our regulated operations, timing differences arise in the expense recognition of legal asset
retirement costs that we are currently recovering in rates. We defer such differences under SFAS
No. 71, Accounting for the Effects of Certain Types of Regulation.
A reconciliation of the asset retirement obligations for the 2007 six-month period follows:
|
|
|
|
|
(in Millions) |
|
|
|
|
Asset retirement obligations at January 1, 2007 |
|
$ |
1,221 |
|
Accretion |
|
|
40 |
|
Liabilities incurred |
|
|
1 |
|
Liabilities settled |
|
|
(17 |
) |
Revision in estimated cash flows |
|
|
3 |
|
|
|
|
|
Asset retirement obligations at June 30, 2007 |
|
$ |
1,248 |
|
|
|
|
|
A significant portion of the asset retirement obligations represents nuclear decommissioning
liabilities which are funded through a surcharge to electric customers over the life of the Fermi 2
nuclear plant.
41
Goodwill
Goodwill
decreased $14 million during the six months ended June 30,
2007 primarily as a result of the
goodwill associated with the Antrim shale gas exploration and production gas business which was
sold in June 2007.
Intangible Assets
We have certain intangible assets relating to non-utility contracts and emission allowances.
The gross carrying amount and accumulated amortization of intangible assets at June 30, 2007 was
$82 million and $10 million, respectively. As of December 31, 2006 the gross carrying amount and
accumulated amortization of intangible assets was $80 million and $8 million, respectively.
Amortization expense amounted to $1.25 million for each of the three months ended June 30, 2007 and
2006 and $2.5 million for each of the six months ended June 30, 2007 and 2006. Amortization
expense of intangible assets is estimated to be $6 million annually for 2007 through 2011.
Retirement Benefits and Trusteed Assets
The components of net periodic benefit costs for qualified and non-qualified pension benefits
and other postretirement benefits follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Postretirement |
|
(in Millions) |
|
Pension Benefits |
|
|
Benefits |
|
Three Months Ended June 30 |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Service cost |
|
$ |
15 |
|
|
$ |
16 |
|
|
$ |
15 |
|
|
$ |
16 |
|
Interest cost |
|
|
43 |
|
|
|
44 |
|
|
|
31 |
|
|
|
28 |
|
Expected return on plan assets |
|
|
(60 |
) |
|
|
(56 |
) |
|
|
(16 |
) |
|
|
(14 |
) |
Amortization
of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
13 |
|
|
|
15 |
|
|
|
16 |
|
|
|
17 |
|
Prior service cost |
|
|
1 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
Transition liability |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
Special termination benefits |
|
|
1 |
|
|
|
15 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
13 |
|
|
$ |
36 |
|
|
$ |
46 |
|
|
$ |
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30 |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Service cost |
|
$ |
31 |
|
|
$ |
32 |
|
|
$ |
30 |
|
|
$ |
31 |
|
Interest cost |
|
|
88 |
|
|
|
88 |
|
|
|
61 |
|
|
|
57 |
|
Expected return on plan assets |
|
|
(120 |
) |
|
|
(111 |
) |
|
|
(33 |
) |
|
|
(29 |
) |
Amortization
of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
28 |
|
|
|
30 |
|
|
|
33 |
|
|
|
35 |
|
Prior service cost (credit) |
|
|
2 |
|
|
|
4 |
|
|
|
(1 |
) |
|
|
(1 |
) |
Transition liability |
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
3 |
|
Special termination benefits |
|
|
5 |
|
|
|
15 |
|
|
|
2 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
34 |
|
|
$ |
58 |
|
|
$ |
94 |
|
|
$ |
97 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special termination benefits in the above tables represent costs associated with our
Performance Excellence Process.
42
Income Taxes
Uncertain Tax Positions
We adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes
an interpretation of FASB Statement No. 109 (FIN 48) on January 1, 2007. This interpretation
prescribes a recognition threshold and a measurement attribute for the financial statement
reporting of tax positions taken or expected to be taken on a tax return. As a result of the
implementation of FIN 48, we recognized a $5 million increase in liabilities which was accounted
for as a reduction to the January 1, 2007 balance of retained earnings. The total amount of
unrecognized tax benefits amounted to $41 million and $26 million at January 1, 2007 and June 30,
2007, respectively. The decline in unrecognized tax benefits during the six months ended June 30,
2007 was primarily attributable to settlements with the Internal Revenue Service (IRS) for the 2002
and 2003 tax years. Unrecognized tax benefits totaling $25 million at January 1, 2007 and $17
million at June 30, 2007, if recognized, would favorably impact our effective tax rate.
We recognize interest and penalties pertaining to income taxes in Interest expense and Other
expenses, respectively, on our Consolidated Statement of Operations. Accrued interest pertaining
to income taxes totaled $8 million and $7 million at January 1, 2007 and June 30, 2007,
respectively. We had no accrued penalties pertaining to income taxes. We recognized interest
expense in relation to income taxes of $0.2 million and $1.2 million during the three and six
months ended June 30, 2007, respectively, compared to $0.3 million and $0.6 million during the
three and six months ended June 30, 2006, respectively.
Our U.S. federal income tax returns for years 2004 and subsequent years remain subject to
examination by the IRS. We also file tax returns in numerous state jurisdictions with varying
statutes of limitation.
Michigan Business Tax
On July 12, 2007, the Michigan Business Tax (MBT) was enacted by the State of Michigan to replace
the Michigan Single Business Tax (MSBT) effective January 1, 2008.
The MBT is comprised of the following:
|
|
|
An apportioned modified gross receipts tax of 0.8 percent; and |
|
|
|
|
An apportioned business income tax of 4.95 percent. |
The modified gross receipts base and business income base are apportioned to Michigan based on a
single factor that is derived by dividing total revenue in Michigan by total revenue from
all jurisdictions. The modified gross receipts tax base is defined as gross receipts less purchases from
other firms before apportionment. The MBT will be accounted for as an income tax.
The MBT
provides credits for Michigan business investment, compensation, and research and development.
Effective with the enactment of the MBT in the third quarter of 2007, we will record deferred
income taxes for cumulative temporary differences between book and taxable income. We have not yet
determined the amount, but expect to record a significant net deferred tax liability for these MBT
cumulative temporary differences. The effect of recognizing the MBT net deferred tax liability will
result in an adjustment to third quarter 2007 income tax expense. We expect to recognize a
regulatory asset at our regulated utilities for the cumulative MBT temporary differences at the
date of enactment.
The MSBT is a value-added tax imposed on business income plus compensation paid, interest paid and
depreciation. In addition, the MSBT allows for an investment tax credit. The MSBT tax rate is 1.9
percent. Since the MSBT is a value added tax rather than an income tax, we classified amounts
associated
43
with this tax on the Consolidated Statement of Operations under the caption, Taxes other than
income. MSBT amounted to $29 million and $5 million for the three months ended June 30, 2007 and
2006, respectively, and amounted to $34 million and $10 million for the six months ended June 30,
2007 and 2006, respectively.
We are currently assessing the effects of the MBT and have not yet determined its impact on our
consolidated financial statements.
Stock-Based Compensation
The DTE Energy Stock Incentive Plan permits the grant of incentive stock options,
non-qualifying stock options, stock awards, performance shares and performance units. Participants
in the plan include our employees and members of our Board of Directors.
Stock-based compensation expense and associated tax benefits follow:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Six Months Ended |
|
|
June 30 |
|
June 30 |
(in Millions) |
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Stock-based compensation expense |
|
$ |
13 |
|
|
$ |
6 |
|
|
$ |
19 |
|
|
$ |
12 |
|
Tax benefit of compensation expense |
|
$ |
5 |
|
|
$ |
2 |
|
|
$ |
7 |
|
|
$ |
4 |
|
Compensation cost capitalized in property, plant and equipment was $1 million and $0.4 million
during the three months ended June 30, 2007 and 2006, respectively, while compensation cost
capitalized in property, plant and equipment was $1.5 million and $1 million for the six months
ended June 30, 2007 and 2006, respectively.
Effective January 1, 2006, we adopted SFAS 123(R), Share-Based Payment, using the modified
prospective transition method. The cumulative effect of the adoption of SFAS 123(R) was an increase
in net income of $1 million for the six months ended June 30, 2006 as a result of estimating
forfeitures for previously granted stock awards and performance shares.
Stock Options
The following table summarizes our stock option activity for the six months ended June 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
Number of |
|
Average |
|
|
Options |
|
Exercise Price |
Outstanding at December 31, 2006 |
|
|
5,667,197 |
|
|
$ |
41.60 |
|
Granted Granted |
|
|
417,800 |
|
|
$ |
47.75 |
|
Exercised Exercised |
|
|
(1,472,234 |
) |
|
$ |
41.44 |
|
Forfeited or Expired Canceled |
|
|
(16,082 |
) |
|
$ |
42.39 |
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2007 |
|
|
4,596,681 |
|
|
$ |
42.20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2007 |
|
|
3,490,322 |
|
|
$ |
41.18 |
|
|
|
|
|
|
|
|
|
|
As of June 30, 2007, the weighted average remaining contractual life for the exercisable
shares is 5.33 years. During the first six months of 2007, 870,383 options vested. As of June
30, 2007, 1,106,359 options were non-vested. Generally, our stock
options vest over a three year period.
44
We determine the fair value of options at the date of grant using a Black-Scholes based option
pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
Six Months |
|
Six Months |
|
|
Ended |
|
Ended |
|
|
June 30, |
|
June 30, |
|
|
2007 |
|
2006 |
Risk-free interest rate |
|
|
4.61 |
% |
|
|
4.87 |
% |
Dividend yield |
|
|
4.40 |
% |
|
|
4.99 |
% |
Expected volatility |
|
|
17.85 |
% |
|
|
19.25 |
% |
Expected life |
|
6 years |
|
6 years |
Stock Awards
The following table summarizes our stock awards activity for the six months ended June 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average |
|
|
|
|
|
|
Grant Date |
|
|
Restricted Stock |
|
Fair Value |
Balance at December 31, 2006 |
|
|
666,136 |
|
|
$ |
43.20 |
|
Grants |
|
|
265,300 |
|
|
$ |
48.73 |
|
Forfeitures |
|
|
(28,715 |
) |
|
$ |
44.12 |
|
Vested |
|
|
(203,084 |
) |
|
$ |
40.95 |
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2007 |
|
|
699,637 |
|
|
$ |
45.37 |
|
|
|
|
|
|
|
|
|
|
Performance Share Awards
The following table summarizes our performance share activity for the six months ended June 30,
2007:
|
|
|
|
|
|
|
Performance Shares |
Balance at December 31, 2006 |
|
|
1,035,696 |
|
Grants |
|
|
489,765 |
|
Forfeitures |
|
|
(48,730 |
) |
Payouts |
|
|
(267,265 |
) |
|
|
|
|
|
Balance at June 30, 2007 |
|
|
1,209,466 |
|
|
|
|
|
|
Unearned Compensation Cost
As of June 30, 2007, there was $45 million of total unrecognized compensation cost related to
non-vested stock incentive plan arrangements. That cost is expected to be recognized over a
weighted-average period of 1.52 years.
Gas in Inventory
Gas inventory at MichCon is priced on a last-in, first-out (LIFO) basis. In anticipation that
interim inventory reductions will be replaced prior to year end, the cost of gas of net withdrawals
from inventory is recorded at the estimated average purchase rate for the calendar year. The
excess of these charges over the weighted average cost of the LIFO pool is credited to the gas
inventory equalization account. During interim periods when there are net injections to inventory,
the equalization account is reversed.
45
Consolidated Statement of Cash Flows
A detailed analysis of the changes in assets and liabilities that are reported in the Consolidated
Statement of Cash Flows follows:
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
Changes in Assets and Liabilities, Exclusive of Changes Shown Separately |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
241 |
|
|
$ |
644 |
|
Accrued GCR revenue |
|
|
(77 |
) |
|
|
116 |
|
Inventories |
|
|
7 |
|
|
|
(1 |
) |
Accrued/Prepaid pensions |
|
|
1 |
|
|
|
57 |
|
Accounts payable |
|
|
131 |
|
|
|
(162 |
) |
Accrued PSCR refund |
|
|
46 |
|
|
|
(63 |
) |
Exchange gas payable |
|
|
(16 |
) |
|
|
(32 |
) |
Income taxes payable |
|
|
136 |
|
|
|
(39 |
) |
General taxes |
|
|
21 |
|
|
|
(9 |
) |
Risk management and trading activities |
|
|
213 |
|
|
|
(316 |
) |
Gas inventory equalization |
|
|
145 |
|
|
|
52 |
|
Postretirement obligation |
|
|
10 |
|
|
|
(9 |
) |
Other assets |
|
|
67 |
|
|
|
(13 |
) |
Other liabilities |
|
|
69 |
|
|
|
35 |
|
|
|
|
|
|
|
|
|
|
$ |
994 |
|
|
$ |
260 |
|
|
|
|
|
|
|
|
Supplementary cash and non-cash information follows:
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
June 30 |
(in Millions) |
|
2007 |
|
2006 |
Cash Paid for |
|
|
|
|
|
|
|
|
Interest
paid (excluding interest capitalized) |
|
$ |
271 |
|
|
$ |
268 |
|
Income
taxes paid, net of refunds |
|
$ |
109 |
|
|
$ |
32 |
|
Noncash Financing Activities |
|
|
|
|
|
|
|
|
Repurchase of common stock |
|
$ |
42 |
|
|
|
|
|
In conjunction with maintaining certain traded risk management positions, we may be required
to post cash collateral with our clearing agent; therefore, we entered into a demand financing
agreement for up to $150 million in lieu of posting additional cash collateral (a non-cash
transaction). The amounts outstanding under this facility were $26 million and $23 million at June
30, 2007 and December 31, 2006, respectively.
46
Other asset (gains) and losses, reserves and impairments, net
The following items are included in the Other asset (gains) and losses, reserves and
impairments, net line in the Consolidated Statement of Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
(in Millions) |
|
June 30 |
|
|
June 30 |
|
Description |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Synfuel (Gains), Losses and Reserves, Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gains) recognized for fixed payments |
|
$ |
(25 |
) |
|
$ |
(8 |
) |
|
$ |
(58 |
) |
|
$ |
(30 |
) |
(Gains) losses recognized for variable payments |
|
|
(26 |
) |
|
|
(17 |
) |
|
|
(32 |
) |
|
|
(9 |
) |
Reserves (reversed) recorded for contractual
partners obligations |
|
|
(4 |
) |
|
|
85 |
|
|
|
(10 |
) |
|
|
125 |
|
Other reserves and impairments |
|
|
(10 |
) |
|
|
123 |
|
|
|
3 |
|
|
|
123 |
|
Hedge (gains) (mark-to-market) |
|
|
24 |
|
|
|
(60 |
) |
|
|
20 |
|
|
|
(107 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Synfuels , net |
|
|
(41 |
) |
|
|
123 |
|
|
|
(77 |
) |
|
|
102 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Non-utility impairments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Waste coal recovery |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16 |
|
Barnett shale |
|
|
9 |
|
|
|
|
|
|
|
9 |
|
|
|
|
|
Electric utility |
|
|
(1 |
) |
|
|
|
|
|
|
6 |
|
|
|
|
|
Gas utility |
|
|
|
|
|
|
3 |
|
|
|
3 |
|
|
|
3 |
|
Other |
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(32 |
) |
|
$ |
127 |
|
|
$ |
(58 |
) |
|
$ |
122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 2 SYNFUEL OPERATIONS
Synthetic Fuel Operations
We are the operator of nine synthetic fuel production facilities throughout the United States.
Synfuel facilities chemically change coal, including waste and marginal coal, into a synthetic fuel
as determined under applicable Internal Revenue Service rules. Production tax credits are provided
for the production and sale of solid synthetic fuels produced from coal and are available through
December 31, 2007. To qualify for the production tax credits, the synthetic fuel must meet three
primary conditions: (1) there must be a significant chemical change in the coal feedstock, (2) the
product must be sold to an unaffiliated entity, and (3) the production facility must have been
placed in service before July 1, 1998. Through June 30, 2007, we have generated and recorded
approximately $605 million in production tax credits.
To reduce U.S. dependence on imported oil, the Internal Revenue Code provides production tax
credits as an incentive for taxpayers to produce fuels from alternative sources. This incentive is
not deemed necessary if the price of oil increases and provides significant market incentives for
the production of these fuels. As such, the tax credit in a given year is reduced if the Reference
Price of oil within that year exceeds a threshold price. The Reference Price of a barrel of oil is
an estimate of the annual average wellhead price per barrel for domestic crude oil. We project the
yearly average wellhead price per barrel of oil for the year to be approximately $6 lower than the
New York Mercantile Exchange (NYMEX) price for light, sweet crude oil. The threshold price at which
the credit begins to be reduced was set in 1980 and
47
is adjusted annually for inflation. For 2007,
we estimate the threshold price at which the tax credit would begin to be reduced is $56 per barrel
and would be completely phased out if the Reference Price reached $71 per barrel. As of June 30,
2007, the realized NYMEX daily closing price of a barrel of oil was approximately $66 for 2007,
equating to an estimated Reference Price of $60, which we estimate to be within the phase-out
range.
Gains (Losses) from Sale of Interests in Synthetic Fuel Facilities
Through June 2007, we have sold interests in all of the synthetic fuel production plants,
representing approximately 91 percent of our total production capacity. Proceeds from the sales
are contingent upon production levels, the production qualifying for production tax credits, and
the value of such credits. Production tax credits are subject to phase-out if domestic oil prices
reach certain levels. We recognize gains from the sale of interests in the synfuel facilities as
synfuel is produced and sold, and when there is persuasive evidence that the sales proceeds have
become fixed or determinable and collectibility is reasonably assured. Until the gain recognition
criteria are met, gains from selling interests in synfuel facilities are deferred. It is possible
that gains will be deferred in the first, second and/or third quarters until there is persuasive
evidence that phase-out of some or all of the tax credits will not occur. This could result in
shifting earnings from earlier quarters to later quarters this year.
The gain from the sale of synfuel facilities is comprised of fixed and variable components. The
fixed component represents note payments, is not generally subject to refund, and is recognized as
a gain when earned and collectibility is assured. The variable component is based on an estimate of
tax credits allocated to our partners and is subject to refund based on the annual oil price
phase-out. The variable component is recognized as a gain only when the probability of refund is
considered remote and collectibility is assured. During the three months ended June 30, 2007 and
2006, fixed gains recognized totaled $25 million and $8 million, respectively. During the six
months ended June 30, 2007 and 2006, fixed gains recognized totaled $58 million and $30 million,
respectively. During the three months ended June 30, 2007 and 2006, variable gains recognized
totaled $26 million and $17 million, respectively. During the six months ended June 30, 2007 and
2006, variable gains recognized totaled $32 million and $9 million, respectively. Synfuel results
recognized were impacted by adjustments to prior year gains and reserves to reflect issuance of the
final Reference Prices by the IRS.
Contractual Partners Obligations
Our partners reimburse us (through the project entity) for the operating losses of the synfuel
facilities. The reimbursements are referred to as capital contributions. In the event that the production tax credit is
phased out, we are contractually obligated to refund an amount equal to all or a portion of the
operating losses funded by our partners. To assess the probability and estimate the amount of
refund, we use valuation and analysis models that calculate the probability of the Reference Price
of oil for the year being within or exceeding the phase-out range. We refunded $16 million to our
partners in the first six months of 2007. Reserves established for an expected 2007 tax credit
phase out, net of adjustments primarily resulting from the issuance of the final 2006 Reference
Price by the IRS, had the effect of reducing the reserve balance by $4 million and $10 million in
the three and six months ended June 30, 2007. This compares with
increasing reserves by $85 million
and $125 million in the three and six months ended June 30, 2006.
Derivative Instruments Commodity Price Risk
To manage our exposure to the risk of an increase in oil prices that could substantially
reduce or eliminate synfuel sales proceeds, we entered into a series of derivative contracts
covering a specified number of barrels of oil. The derivative contracts involve purchased and
written call options that provide for net cash settlement at expiration based on the full years
average NYMEX trading prices for light, sweet crude oil in relation to the strike prices of each
option. These contracts are based on various terms to take advantage of favorable oil price
movements. The agreements do not qualify for hedge accounting, therefore, the changes in the fair
value of the options are recorded currently in earnings. The fair value
48
changes were a pre-tax
loss of $24 million in the second quarter of 2007 compared to a pre-tax gain of $60 million during
the second quarter of 2006, while such changes were a pre-tax loss of $20 million in the first six
months of 2007 compared to a pre-tax gain of $107 million during the first six months of 2006. The
fair value changes are recorded as adjustments to the gain from selling interests in synfuel
facilities and are included in the Other asset gains and losses, reserves and impairments, net line
item in the Consolidated Statement of Operations.
Impairments and Reserves
During the second quarter of 2006, we determined that certain assets related to our synfuel
operations were impaired. The decision to record an impairment was based on the level and
volatility of oil prices and the ability of the synfuel operations to generate production tax
credits. During the second quarter of 2006, we recorded a pre-tax loss of $123 million within the
Other asset (gains) and losses, reserves and impairments, net, line item in the Consolidated
Statement of Operations. The loss primarily consists of two components: $77 million for synfuel
related fixed asset impairment and inventory write-down and $42 million for a reserve for notes
receivable related to the sale of interests in synfuel facilities. We based the impairment decision
on an analysis of the undiscounted cash flows from the use and eventual disposition of the assets
and determined that the carrying amount of the assets exceeded their expected fair value. The
income impact of the fixed asset impairment and inventory write-down was partially offset by $70
million, representing our partners share of the asset write-down, included in the Minority
Interest line in the Consolidated Statement of Operations.
Guarantees
We have provided certain guarantees and indemnities in conjunction with the sales of interests
in our synfuel facilities. The guarantees cover potential commercial, environmental, oil price and
tax-related obligations and will survive until 90 days after expiration of all applicable statute
of limitations. We estimate that our maximum potential liability under these guarantees at June 30,
2007 is $2.7 billion. At June 30, 2007, we have reserved $291 million of our maximum potential
liability primarily representing the possible refund of certain payments made by our synfuel
partners.
NOTE 3 NEW ACCOUNTING PRONOUNCEMENTS
Fair Value Accounting
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS 157 defines
fair value, establishes a framework for measuring fair value in generally accepted accounting
principles, and expands disclosures about fair value measurements. It emphasizes that fair value
is a market-based measurement, not an entity-specific measurement. Fair value measurement should
be determined based on the assumptions that market participants would use in pricing an asset or
liability. SFAS 157 is effective for fiscal years beginning after November 15, 2007, and interim
periods within those fiscal years. We are currently assessing the effects of this statement, and
have not yet determined its impact on our consolidated financial statements.
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities Including an Amendment of FASB Statement No. 115. This standard permits an
entity to choose to measure many financial instruments and certain other items at fair-value. The
fair value option established by SFAS 159 permits all entities to choose to measure eligible items
at fair value at specified election dates. An entity will report unrealized gains and losses on
items for which the fair value option has been elected in earnings at each subsequent reporting
date. The fair value option: (a) may be applied instrument by instrument, with a few exceptions,
such as investments otherwise accounted for by the equity method; (b) is irrevocable (unless a new
election date occurs); and (c) is applied only to entire instruments and not to portions of
instruments. SFAS 159 is effective as of the beginning of an
49
entitys first fiscal year that
begins after November 15, 2007. We are currently assessing the effects of this statement, and have
not yet determined its impact on our consolidated financial statements.
Accounting for Defined Benefit Pension and Other Postretirement Plans
In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans an Amendment of FASB Statements No. 87, 88, 106, and
132(R). SFAS 158 requires companies to (1) recognize the overfunded or underfunded status of
defined benefit pension and defined benefit other postretirement plans in its financial statements,
(2) recognize as a component of other comprehensive income, net of tax, the actuarial gains or
losses and the prior service costs or credits that arise during the period but are not immediately
recognized as components of net periodic benefit cost, (3) recognize adjustments to other
comprehensive income when the actuarial gains or losses, prior service costs or credits, and
transition assets or obligations are recognized as components of net periodic benefit cost, (4)
measure postretirement benefit plan assets and plan obligations as of the date of the employers
statement of financial position, and (5) disclose additional information in the notes to financial
statements about certain effects on net periodic benefit cost in the upcoming fiscal year that
arise from delayed recognition of the actuarial gains and losses and the prior service cost
credits.
We adopted the requirement to recognize the funded status of a defined benefit pension or defined
benefit other postretirement plan and the related disclosure requirements on December 31, 2006. We
requested and received agreement from the MPSC to record the additional liability amounts for
Detroit Edison and MichCon on the balance sheet as a regulatory asset.
The requirement to measure plan assets and benefit obligations as of the date of the employers
fiscal year-end statement of financial position is effective for fiscal years ending after December
15, 2008. The Statement provides two options for the transition to a fiscal year end measurement
date. We have not yet determined which of the available transition measurement options we will
use.
NOTE 4 DISPOSALS AND DISCONTINUED OPERATIONS
Sale of Antrim Shale Gas Exploration and Production Business
On June 29, 2007, we sold our Antrim shale gas exploration and production business
(Antrim) to Atlas Energy Resources, LLC for gross proceeds of $1.258 billion. The pre-tax gain
recognized on this sale amounted to $897 million ($569 million after-tax) and is reported on the
Consolidated Statement of Operations for the three and six months ended June 30, 2007 under the
line item, Gain on sale of non-utility business, and included in the Corporate & Other segment.
Prior to the sale, the operating results of Antrim were reflected in the Unconventional Gas Production segment.
The Antrim business will not be presented as a discontinued operation due to continuation of cash
flows related to the sale of a portion of Antrims natural gas production to Energy Trading under
the terms of natural gas sales contracts which expire in 2010 and 2012. These continuing cash
flows, while not significant to DTE, are significant to Antrim and therefore meet the definition of
continuing cash flows as described in EITF 03-13, Applying the Conditions in Paragraph 42 of FASB
Statement No. 144 in Determining Whether to Report Discontinued Operations.
A
substantial portion of the Companys price risk related to expected gas production from its
Antrim shale business had been hedged through 2013. These financial contracts were accounted for as
cash flow hedges, with changes in estimated fair value of the contracts for the liquid forward
period reflected in other comprehensive income. Upon the sale of Antrim, the financial contracts no
longer qualified as cash flow hedges. The contracts were retained and assigned to Energy Trading,
and offsetting financial contracts were put into place to effectively settle these positions. As a
result of these transactions and market research performed by the Company, DTE gained additional
insight and visibility into the value ascribed to these contracts by third party market
participants for the entire duration of the contracts. In
50
conjunction with the Antrim sale and
effective settlement of these contract positions, Antrim reclassified amounts held in accumulated
other comprehensive income and recorded the effective settlements, reducing operating revenues in
the second quarter of 2007 by $323 million.
DTE Georgetown (Georgetown)
Georgetown,
is an 80 MW natural gas-fired peaking electric generating plant. In
December 2006, Georgetown met
the SFAS No. 144 criteria of an asset held for sale and we reported its operating results as a
discontinued operation. In February 2007, we entered into an agreement to sell this plant. The sale
received regulatory approval and closed in July 2007 resulting in gross proceeds of approximately
$23 million, which approximates our carrying value. As of June 30, 2007, Georgetowns assets are
$23 million and its liabilities are $1 million. Georgetown did not have significant business
activity for the three and six months ended June 30, 2007 and 2006.
DTE Energy Technologies (Dtech)
Dtech assembled, marketed, distributed and serviced distributed generation products, provided
application engineering, and monitored and managed on-site generation system operations. In the
third quarter of 2005, management approved the restructuring of this business resulting in the
identification of certain assets and liabilities to be sold or abandoned, primarily associated with
standby and continuous duty generation sales and service. The systems monitoring business is
planned to be retained by the Company. The Dtech restructuring plan met the SFAS No. 144 criteria
of an asset held for sale and we reported its operating results as a discontinued operation. We
expect continued legal and warranty expenses in 2007 related to Dtechs operations prior to the
third quarter of 2005. As of June 30, 2007, Dtech had liabilities of approximately $2.7 million.
Dtech did not have significant business activity for the three and six months ended June 30, 2007
and 2006.
Agreement to Sell Interest in Certain Power and Industrial Projects
We have agreed to sell a 50 percent interest in a portfolio of select Power and Industrial
Projects. Immediately prior to the sale of the equity interest, the company that
will own the portfolio of projects will obtain debt financing and the proceeds will be distributed to us. The
total gross proceeds we will receive are expected to be approximately $800 million. The sale is subject to normal
closing conditions and the receipt of satisfactory financing arrangements. The transaction is
expected to close in the second half of 2007. We plan to account for our 50 percent ownership
interest in the company that will own the portfolio of projects using the equity
method.
Crete
In July 2007, we entered into an agreement to sell our 50 percent interest in Crete, a 320 MW
natural gas-fired peaking electric generating plant. The sale of the Crete interest is subject to
receipt of regulatory approval and is expected to close in the second half of 2007.
NOTE 5 IMPAIRMENTS AND RESTRUCTURING
Impairments
Barnett shale
In the second quarter of 2007, our Unconventional Gas Production segment recorded a pre-tax
impairment loss of $9 million related to the write-off of
unproved properties in Bosque County, which is
located in the southern expansion area of the Barnett shale basin in north Texas, and the write-off
of costs associated with various leases expiring in the third quarter
of 2007. The properties were
impaired due to the lack of economic and operating viability of the
project.
51
The
impairment loss was recorded within the Other asset (gains) and losses, reserves, and impairments,
net line in the Consolidated Statement of Operations.
Waste Coal Recovery
During the first quarter of 2006, our Power and Industrial Projects segment recorded a pre-tax
impairment loss of $16 million related to its investment in proprietary technology used to refine
waste coal. The fixed assets at our development operation were impaired due to continued operating
losses and negative cash flow. In addition, we impaired all our patents related to waste coal
technology. We calculated the expected undiscounted cash flows from the use and eventual
disposition of the assets, which indicated that the carrying amount of the assets was not
recoverable. We determined the fair value of the assets utilizing a discounted cash flow
technique. The impairment loss was recorded within the Other asset (gains) and losses, reserves and
impairments, net line in the Consolidated Statement of Operations.
Restructuring Performance Excellence Process
In mid-2005, we initiated a company-wide review of our operations called the Performance
Excellence Process. Specifically, we began a series of focused improvement initiatives within our
Electric and Gas Utilities, and associated corporate support functions. We expect this process to
continue into 2008.
We have incurred CTA for employee severance and other costs. Other costs include project
management and consultant support. Pursuant to MPSC authorization, beginning in the third quarter
of 2006, Detroit Edison deferred approximately $102 million of CTA in 2006. Detroit Edison began
amortizing deferred 2006 costs in 2007 as the recovery of these costs was provided for by the MPSC.
Amortization expense amounted to $3 million and $5 million for the three and six months ended June
30, 2007, respectively. Detroit Edison deferred approximately $8 million and $21 million of CTA
during the three and six months ended June 30, 2007, respectively. MichCon cannot defer CTA costs
at this time because a recovery mechanism has not been established. See Note 6.
Amounts expensed are recorded in the Operation and maintenance line on the Consolidated Statement
of Operations. Deferred amounts are recorded in the Regulatory assets line on the Consolidated
Statement of Financial Position. Expenses incurred for the three months ended June 30, 2007 and
2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee Severance Costs |
|
|
Other Costs |
|
|
Total Cost |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Costs incurred: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
3 |
|
|
$ |
18 |
|
|
$ |
7 |
|
|
$ |
19 |
|
|
$ |
10 |
|
|
$ |
37 |
|
Gas Utility |
|
|
|
|
|
|
2 |
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
3 |
|
Other |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total costs |
|
|
4 |
|
|
|
20 |
|
|
|
8 |
|
|
|
20 |
|
|
|
12 |
|
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less amounts deferred or
capitalized: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
|
3 |
|
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount expensed |
|
$ |
1 |
|
|
$ |
20 |
|
|
$ |
1 |
|
|
$ |
20 |
|
|
$ |
2 |
|
|
$ |
40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52
Expenses incurred for the six months ended June 30, 2007 and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee Severance Costs |
|
|
Other Costs |
|
|
Total Cost |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Costs incurred: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
11 |
|
|
$ |
18 |
|
|
$ |
14 |
|
|
$ |
31 |
|
|
$ |
25 |
|
|
$ |
49 |
|
Gas Utility |
|
|
2 |
|
|
|
2 |
|
|
|
1 |
|
|
|
4 |
|
|
|
3 |
|
|
|
6 |
|
Other |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total costs |
|
|
14 |
|
|
|
20 |
|
|
|
15 |
|
|
|
36 |
|
|
|
29 |
|
|
|
56 |
|
Less amounts deferred or
capitalized: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
|
11 |
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount expensed |
|
$ |
3 |
|
|
$ |
20 |
|
|
$ |
1 |
|
|
$ |
36 |
|
|
$ |
4 |
|
|
$ |
56 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A liability for future CTA associated with the Performance Excellence Process has not been
recognized because we have not met the recognition criteria of SFAS No. 146, Accounting for Costs
Associated with Exit or Disposal Activities.
NOTE 6 REGULATORY MATTERS
Regulation
Detroit Edison and MichCon are subject to the regulatory jurisdiction of the MPSC, which
issues orders pertaining to rates, recovery of certain costs, including the costs of generating
facilities and regulatory assets, conditions of service, accounting and operating-related matters.
Detroit Edison is also regulated by the FERC with respect to financing authorization and wholesale
electric activities.
MPSC Show-Cause Order
In March 2006, the MPSC issued an order directing Detroit Edison to show cause by June 1, 2006
why its retail electric rates should not be reduced in 2007. Detroit Edison filed its response
explaining why its electric rates should not be reduced in 2007. The MPSC issued an order approving
a settlement agreement in this proceeding on August 31, 2006. The order provided for an annualized
rate reduction of $53 million for 2006, effective September 5, 2006. Beginning January 1, 2007, and
continuing until April 13, 2008, one year from the filing of the general rate case on April 13,
2007, rates were reduced by an additional $26 million, for a total reduction of $79 million
annually. The revenue reduction is net of the recovery of the amortization of the costs associated
with the implementation of the Performance Excellence Process. The settlement agreement provided
for some level of realignment of the existing rate structure by allocating a larger percentage
share of the rate reduction to the commercial and industrial customer classes than to the
residential customer classes.
As part of the settlement agreement, a Choice Incentive Mechanism (CIM) was established with a base
level of electric choice sales set at 3,400 GWh. The CIM prescribes regulatory treatment of
changes in non-fuel revenue attributed to increases or decreases in electric Customer Choice sales.
The CIM has a deadband of ±200 GWh. If electric Customer Choice sales exceed 3,600 GWh, Detroit
Edison will be able to recover 90 percent of its reduction in non-fuel revenue from full service
customers up to $71 million. If electric Customer Choice sales fall below 3,200 GWh, Detroit
Edison will credit 100 percent of the increase in non-fuel revenue to the unrecovered regulatory
asset balance. Approximately $20 million and $23 million were credited to the unrecovered
regulatory asset balance in the three and six months ended June 30, 2007, respectively.
53
2007 Electric Rate Case Filing
Pursuant to the February 2006 MPSC order in Detroit Edisons rate restructuring case and the
August 2006 MPSC order in the settlement of the show cause case, Detroit Edison filed a general
rate case on April 13, 2007 based on a 2006 historical test year. The filing with the MPSC
requests a $123 million, or 2.9 percent, average increase in Detroit Edisons annual revenue
requirement for 2008.
The requested $123 million increase in revenues is required in order to recover significant
environmental compliance costs and inflationary increases, partially offset by net savings
associated with the Performance Excellence Process. The filing is based on a return on equity of
11.25 percent on an expected 50 percent equity capital and 50 percent debt capital structure by
year-end 2008.
In addition, Detroit Edisons filing makes, among other requests, the following proposals:
|
|
|
Make progress toward correcting the existing rate structure to more accurately reflect
the actual cost of providing service to customers. |
|
|
|
|
Equalize distribution rates between Detroit Edison full service and electric Customer
Choice customers. |
|
|
|
|
Re-establish with modification the Choice Incentive Mechanism (CIM) originally
established in the Detroit Edison 2006 show cause filing. The CIM reconciles changes
related to customers moving between Detroit Edison full service and electric Customer
Choice. |
|
|
|
|
Terminate the Pension Equalization Mechanism. |
|
|
|
|
Establish an emission allowance pre-purchase plan to ensure that adequate emission
allowances will be available for environmental compliance. |
|
|
|
|
Establish a methodology for recovery of the costs associated with preparation of an
application for a new nuclear generation facility. |
Also, in the filing, in conjunction with Michigans 21st Century Energy
Plan, Detroit Edison has reinstated a long-term integrated resource planning (IRP) process with the
purpose of developing the least overall cost plan to serve customers generation needs over the
next 20 years. Based on the IRP, new base load capacity may be required for Detroit Edison. To
protect tax credits available under Federal law, Detroit Edison determined it would be prudent to
initiate the application process for a new nuclear unit. Detroit Edison has not made a final
decision to build a new nuclear unit. Detroit Edison is preserving its option to build at some
point in the future by beginning the complex nuclear licensing
process in 2007. Also, beginning the
licensing process at the present time, positions Detroit Edison potentially to take advantage of
tax incentives of up to $320 million derived from provisions in the 2005 Energy Policy Act that
will benefit customers. To qualify for these substantial tax credits, a combined operating license
for construction and operation of an advanced nuclear generating plant must be docketed by the
Nuclear Regulatory Commission no later than December 31, 2008. Preparation and approval of a
combined operating license can take up to 4 years and is estimated to cost at least $60 million.
Detroit Edison will likely submit a supplement to its April 2007 rate case filing to account for
certain recent events. A July 2007 decision by the Court of Appeals of the State of Michigan
reverses the November 2004 MPSC order in a prior Detroit Edison
rate case that denied recovery
of merger control premium costs. Also, the Michigan legislature recently enacted the Michigan
Business Tax effective in 2008. A supplemental filing would assess the impacts of
these events and their effect on Detroit Edisons requested revenue increase.
An MPSC order related to this filing is expected in 2008.
Regulatory Accounting Treatment for Performance Excellence Process
In May 2006, Detroit Edison and MichCon filed applications with the MPSC to allow deferral of
costs associated with the implementation of the Performance Excellence Process, a company-wide
cost-savings and performance improvement program. Implementation costs include project management,
consultant
54
support and employee severance expenses. Detroit Edison and MichCon sought MPSC
authorization to defer and amortize Performance Excellence Process implementation costs for
accounting purposes to
match the expected savings from the Performance Excellence Process program with the related CTA.
Detroit Edison and MichCon anticipate the Performance Excellence Process to continue into 2008.
Detroit Edisons CTA is estimated to total approximately $150 million. MichCons CTA is estimated
to total between $55 million and $60 million. In September 2006, the MPSC issued an order
approving a settlement agreement that allows Detroit Edison and MichCon, commencing in 2006, to
defer the incremental CTA. Further, the order provides for Detroit Edison and MichCon to amortize
the CTA deferrals over a ten-year period beginning with the year subsequent to the year the CTA was
deferred. At year-end 2006, Detroit Edison recorded deferred CTA costs of $102 million as a
regulatory asset and began amortizing deferred 2006 costs in 2007, as the recovery of these costs
was provided for by the MPSC in its order approving the settlement of the show cause proceeding.
During the three and six months ended June 30, 2007, Detroit Edison deferred CTA costs of $8
million and $21 million, respectively. Amortization of prior year deferred CTA costs amounted to
$3 million and $5 million during the three and six months ended June 30, 2007, respectively.
MichCon cannot defer CTA costs at this time because a recovery mechanism has not been established.
Accounting for Costs Related to Enterprise Business Systems (EBS)
In July 2004, Detroit Edison filed an accounting application with the MPSC requesting
authority to capitalize and amortize costs related to EBS, consisting of computer equipment,
software and development costs, as well as related training, maintenance and overhead costs. In
April 2005, the MPSC approved a settlement agreement providing for the deferral of up to $60
million of certain EBS costs that would otherwise be expensed, as a regulatory asset for future
rate recovery starting January 1, 2006. At June 30, 2007, approximately $22 million of EBS costs
have been deferred as a regulatory asset. In addition, EBS costs recorded as plant assets will be
amortized over a 15-year period, pursuant to MPSC authorization.
Fermi 2 Enhanced Security Costs Settlement
The Customer Choice and Electricity Reliability Act, as amended in 2003, allows for the
recovery of reasonable and prudent costs of new and enhanced security measures required by state or
federal law, including providing for reasonable security from an act of terrorism. In December
2006, Detroit Edison filed an application with the MPSC for recovery of $11.4 million of Fermi 2
Enhanced Security Costs (ESC), discounted back to September 11, 2001 plus carrying costs from that
date. In April 2007, the MPSC approved a settlement agreement that authorizes Detroit Edison to
recover Fermi-2 ESC incurred during the period September 11, 2001 through December 31, 2005. The
settlement defined Detroit Edisons ESC, discounted back to September 11, 2001, as $9.1 million,
plus carrying charges. A total of $12 million, including carrying charges, has been recorded as a
regulatory asset at June 30, 2007. Detroit Edison is authorized to incorporate into its rates an
enhanced security factor over a period not to exceed five years.
Reconciliation of Regulatory Asset Recovery Surcharge
In December 2006, Detroit Edison filed a reconciliation of costs underlying its existing
Regulatory Asset Recovery Surcharge (RARS). In this filing, Detroit Edison replaced estimated
costs for 20032005 included in the last general rate case with actual costs incurred. Also
reflected in the filing was the replacement of estimated revenues with actual revenues collected.
This true-up filing was made to maximize the remaining time for recovery of significant cost
increases prior to expiration of the RARS five-year recovery limit under PA 141. Detroit Edisons
filing indicated a $53 million deficiency for RARS-related costs from the level originally
established. Detroit Edison seeks reconciliation of the regulatory asset surcharge to ensure proper
recovery by the end of the five year period of: (1) Clean Air Act Expenditures, (2) Capital in
Excess of Base Depreciation, (3) MISO Costs and (4) the regulatory liability for the 1997 Storm
Charge. Detroit Edison subsequently adjusted its estimated deficiency to $49 million. In July
2007,
55
the MPSC approved a negotiated settlement for Detroit Edison that resulted in a $5 million
write down of RARS-related costs in the quarter ended June 30, 2007.
Power Supply Costs Recovery Proceedings
2005 Plan Year In September 2004, Detroit Edison filed its 2005 PSCR plan case seeking
approval of a levelized PSCR factor of 1.82 mills per kWh above the amount included in base rates.
In December 2004, Detroit Edison filed revisions to its 2005 PSCR plan case in accordance with the
November 2004 MPSC rate order. Included in the factor were power supply costs, transmission
expenses and nitrogen oxide (NOx) emission allowance costs. In September 2005, the MPSC approved
Detroit Edisons 2005 PSCR plan case. At December 31, 2005, Detroit Edison recorded an
under-recovery of approximately $144 million related to the 2005 plan year. In March 2006, Detroit
Edison filed its 2005 PSCR reconciliation. The filing sought approval for recovery of
approximately $144 million from its commercial and industrial customers. The filing included a
motion for entry of an order to implement immediately a reconciliation surcharge of 4.96 mills per
kWh on the bills of its commercial and industrial customers. The under-collected PSCR expense
allocated to residential customers could not be recovered due to the PA 141 rate cap for
residential customers, which expired January 1, 2006. In addition to the 2005 PSCR Plan Year
Reconciliation, the filing included a reconciliation for the Pension Equalization Mechanism (PEM)
for the periods from November 24, 2004 through December 31, 2004 and from January 1, 2005 through
December 31, 2005. The PEM reconciliation seeks to allocate and refund approximately $12 million
to customers based upon their contributions to pension expense during the subject periods. In
September 2006, the MPSC ordered the Company to roll the entire 2004 PSCR over-collection amount to
the Companys 2005 PSCR Reconciliation. An order was issued on May 22, 2007 approving a 2005 PSCR
undercollection amount of $94 million and the recovery of this amount through a surcharge of 3.50
mills/kWh for 12 months beginning in June 2007. In addition, the order approved Detroit
Edisons proposed PEM reconciliation which was refunded to customers on a bills-rendered basis
during June 2007.
2006 Plan Year In September 2005, Detroit Edison filed its 2006 PSCR plan case seeking approval
of a levelized PSCR factor of 4.99 mills per kWh above the amount included in base rates for
residential customers and 8.29 mills per kWh above the amount included in base rates for commercial
and industrial customers. Included in the factor for all customers are fuel and power supply
costs, including transmission expenses, Midwest Independent Transmission System Operator
(MISO) market participation costs, and NOx emission allowance costs. The Companys PSCR
Plan included a matrix which provided for different maximum PSCR factors contingent on varying
electric Customer Choice sales levels. The plan also included $97 million for recovery of its
projected 2005 PSCR under-collection associated with commercial and industrial customers.
Additionally, the PSCR plan requested MPSC approval of expense associated with sulfur dioxide
emission allowances, mercury emission allowances, and a fuel additive. In conjunction with DTE
Energys sale of its transmission assets to ITC Transmission in February 2003, the FERC froze ITC
Transmissions rates through December 2004. In approving the sale, FERC authorized ITC
Transmissions recovery of the difference between the revenue it would have collected and the
actual revenue collected during the rate freeze period. This amount is estimated to be $66 million
which is to be included in ITC Transmissions rates over a five-year period beginning June 1, 2006.
This increased Detroit Edisons transmission expense in 2006 by approximately $7 million. The MPSC
authorized Detroit Edison in 2004 to recover transmission expenses through the PSCR mechanism.
In December 2005, the MPSC issued a temporary order authorizing the Company to begin implementation
of maximum quarterly PSCR factors on January 1, 2006. The quarterly factors reflect a downward
adjustment in the Companys total power supply costs of approximately 2 percent to reflect the
potential variability in cost projections. The quarterly factors allowed the Company to more
closely track the costs of providing electric service to our customers and, because the non-summer
factors are well below those ordered for the summer months, effectively delay the higher power
supply costs to the
56
summer months at which time our customers will not be experiencing large
expenditures for home heating. The MPSC did not adopt the Companys request to recover its
projected 2005 PSCR under-
collection associated with commercial and industrial customers nor did it adopt the Companys
request to implement contingency factors based upon the Companys increased costs associated with
providing electric service to returning electric Customer Choice customers. The MPSC deferred both
of those Company proposals to the final order on the Companys entire 2006 PSCR Plan. In September
2006, the MPSC issued an order in this case that approved the inclusion of sulfur dioxide emission
allowance expense in the PSCR, determined that fuel additive expense should not be included in the
PSCR based upon its impact on maintenance expense, found the Companys determination of third party
sales revenues to be correct, and allowed the Company to increase its PSCR factor for the balance
of the year in an effort to reverse the effects of the previously ordered temporary reduction. The
MPSC declined to rule on the Companys requests to include mercury emission allowance expense in
the PSCR or its request to include prior PSCR over/(under) recoveries in future year PSCR plans.
The Company filed its 2006 PSCR reconciliation case in March 2007. The $51 million undercollection
amount reflected in that filing is being collected in the 2007 PSCR plan.
2007 Plan Year In September 2006, Detroit Edison filed its 2007 PSCR plan case seeking approval
of a levelized PSCR factor of 6.98 mills per kWh above the amount included in base rates for all
PSCR customers. The Companys PSCR plan filing included $130 million for the recovery of its
projected 2006 PSCR under-collection, bringing the total requested PSCR factor to 9.73 mills/kWh.
The Companys application included a request for an early hearing and temporary order granting such
ratemaking authority. The Companys 2007 PSCR Plan includes fuel and power supply costs, including
NOx and sulfur dioxide emission allowance costs, transmission costs and MISO costs. The Company
filed supplemental testimony and briefs in December 2006 supporting its updated request to include
approximately $81 million for the recovery of its projected 2006 PSCR under-collection. The MPSC
issued a temporary order in December 2006 approving the Companys request. In addition, Detroit
Edison was granted the authority to include all PSCR over/(under) collections in future PSCR plans,
thereby reducing the time between refund or recovery of PSCR reconciliation amounts. The Company
began to collect its 2007 power supply costs, including the 2006 rollover amount, through a PSCR
factor of 8.69 mills/kWh on January 1, 2007. The Company reduced the PSCR factor to 6.69 mills/kWh
on July 1, 2007 based on the updated 2007 PSCR Plan year projections.
Uncollectible Expense True-Up Mechanism (UETM) and Report of Safety and Training-Related
Expenditures
2005 UETM In March 2006, MichCon filed an application with the MPSC for approval of its
uncollectible expense true-up mechanism for 2005. This is the first filing MichCon has made under
the uncollectible true-up mechanism, which was approved by the MPSC in April 2005 as part of
MichCons last general rate case. MichCons 2005 base rates included $37 million for anticipated
uncollectible expenses. Actual 2005 uncollectible expenses totaled $60 million. The true-up
mechanism allows MichCon to recover ninety percent of uncollectibles that exceeded the $37 million
base. Under the formula prescribed by the MPSC, MichCon recorded an under-recovery of approximately
$11 million for uncollectible expenses from May 2005 (when the mechanism took effect) through the
end of 2005. In December 2006, the MPSC issued an order authorizing MichCon to implement the UETM
monthly surcharge for service rendered on and after January 1, 2007.
As part of the March 2006 application with the MPSC, MichCon filed a review of its 2005 annual
safety and training related expenditures. MichCon reported that actual safety and
training-related expenditures for the initial period exceeded the pro-rata amounts included in base
rates and based on the under-recovered position, recommended no refund at this time. In the
December 2006 order, the MPSC also approved MichCons 2005 safety and training report.
2006 UETM In March 2007, MichCon filed an application with the MPSC for approval of its
uncollectible expense true-up mechanism for 2006 requesting $33 million of under-recovery plus
applicable carrying
57
costs of $3 million. The March 2007 application included a report of MichCons
2006 annual safety and training related expenditures, which shows a $2 million over-recovery. In
August 2007, MichCon filed
revised exhibits reflecting an agreement with the MPSC to net the $2 million over-recovery related
to the 2006 safety and training related expenditures against the 2006 UETM under-recovery. An MPSC
order in this case is expected by the end of 2007.
Gas Cost Recovery Proceedings
2005-2006 Plan Year In December 2004, MichCon filed its 2005-2006 GCR plan case proposing a
maximum GCR factor of $7.99 per Mcf. The plan includes quarterly contingent GCR factors. These
contingent factors allow MichCon to increase the maximum GCR factor to compensate for increases in
gas market prices, thereby reducing the possibility of a GCR under-recovery. In April 2005, the
MPSC issued an order recognizing that Michigan law allows MichCon to self-implement its quarterly
contingent factors. MichCon self-implemented quarterly contingent GCR factors of $8.54 per Mcf in
July 2005 and $10.09 per Mcf in October 2005. In response to market price increases in the fall of
2005, MichCon filed a petition to reopen the record in the case during September 2005. MichCon
proposed a revised maximum GCR factor of $13.10 per Mcf and a revised contingent factor matrix. In
October 2005, the MPSC approved an increase in the GCR factor to a cap of $11.3851 per Mcf for the
period November 2005 through March 2006. In June 2006, MichCon filed its GCR reconciliation for the
2005-2006 GCR year. The filing supported a total over-recovery, including interest through March
2006, of $13 million. MPSC Staff and other interveners filed testimony regarding the reconciliation
in December 2006 in which they recommended disallowances related to MichCons implementation of its
dollar cost averaging fixed price program and its use of fixed basis in contracting purchases. In
January 2007, MichCon filed testimony rebutting these recommendations. The 2005-2006 GCR
reconciliation case is still in the regulatory review and approval process, and the final
resolution is uncertain. Based on available information, MichCon is unable to assess the range of a
reasonably possible loss related to the proposed disallowances. An MPSC order is expected in 2007.
2006-2007 Plan Year In June 2007, MichCon filed its GCR reconciliation for the 2006-2007 GCR
year. The filing supported a total under-recovery, including interest through March 2007, of $18
million. An MPSC order in this case is expected in 2008.
2007-2008 Plan Year / Base Gas Sale Consolidated In August 2006, MichCon filed an
application with the MPSC requesting permission to sell base gas that would become
accessible with storage facilities upgrades. MichCons estimated sale of this base gas would be
worth $34 million. In December 2006, the administrative law judge in the case approved a motion
made by the Residential Ratepayer Consortium to consolidate this case with MichCons 2007-2008 GCR
plan case. In December 2006, MichCon filed its 2007-2008 GCR plan case proposing a maximum GCR
factor of $8.49 per Mcf. In August 2007, a settlement agreement in this proceeding was reached by all
intervening parties that
provides for a sharing with customers of the proceeds from the sale of base gas. In
addition, the agreement provides for a rate case filing moratorium until January 1, 2009, unless certain
unanticipated changes occur that impact income by more than $5 million. The settlement is subject
to and has not received MPSC approval.
Other
On July 3, 2007, the Court of Appeals of the State of Michigan published its decision with
respect to an appeal by, among others, Detroit Edison, of certain provisions of a November 23, 2004
MPSC order, including reversing the MPSCs denial of recovery of merger
control premium costs. DTE Energy and Detroit Edison are continuing to evaluate the Court of Appeals
decision. Detroit Edison has not initiated a regulatory proceeding regarding this court decision,
but will work with the MPSC to implement it. Given the nature of regulatory proceedings, DTE
Energy and Detroit Edison are unable to predict the financial or other outcome of any regulatory
action at this time.
58
We are unable to predict the outcome of the regulatory matters discussed herein. Resolution
of these matters is dependent upon future MPSC orders and appeals, which may materially impact the
financial position, results of operations and cash flows of the Company.
NOTE 7 COMMON STOCK AND EARNINGS PER SHARE
In January 2005, our Board of Directors authorized the repurchase of up to $700 million of
common stock through 2008. In May 2007, our Board of Directors authorized the repurchase of up to
an additional $850 million of common stock through 2009. Through June 30, 2007, repurchases of
approximately $411 million of common stock were made under these authorizations.
Basic earnings per share is computed by dividing income from continuing operations by the weighted
average number of common shares outstanding during the period. The calculation of diluted earnings
per share assumes the issuance of potentially dilutive common shares outstanding during the period
and the repurchase of common shares that would have occurred with proceeds from the assumed
issuance. Diluted earnings per share assume the exercise of stock options. The number of
non-vested restricted stock awards is included in the number of common shares outstanding; however,
for purposes of computing basic earnings per share, non-vested restricted stock awards are
excluded. A reconciliation of both calculations is presented in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(Millions, except per share amounts) |
|
2007 |
|
|
2006(a) |
|
|
2007 |
|
|
2006 |
|
Basic Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
385 |
|
|
$ |
(32 |
) |
|
$ |
519 |
|
|
$ |
104 |
|
Average number of common shares
outstanding |
|
|
174 |
|
|
|
177 |
|
|
|
175 |
|
|
|
177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) per share of common stock
based on weighted average number of shares
outstanding |
|
$ |
2.21 |
|
|
$ |
(.18 |
) |
|
$ |
2.96 |
|
|
$ |
.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
385 |
|
|
$ |
(32 |
) |
|
$ |
519 |
|
|
$ |
104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of common shares
outstanding |
|
|
174 |
|
|
|
177 |
|
|
|
175 |
|
|
|
177 |
|
Incremental shares from stock-based awards |
|
|
1 |
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of dilutive shares outstanding |
|
|
175 |
|
|
|
177 |
|
|
|
176 |
|
|
|
178 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) per share of common stock
assuming issuance of incremental shares |
|
$ |
2.20 |
|
|
$ |
(.18 |
) |
|
$ |
2.95 |
|
|
$ |
.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Basic and diluted loss per share of common stock for the three month period ended June 30,
2006 are the same because the effect of including stock-based awards in the earnings per share
calculation is anti-dilutive. |
All options to purchase common stock in the 2007 periods were included in the computation of
diluted earnings per share. Options to purchase approximately 4.9 million shares of common stock in
2006, were not included in the computation of diluted earnings per share because the exercise price
of the options was greater than the average market price of the common shares, thus making these
options anti-dilutive.
59
NOTE 8 LONG -TERM DEBT
Debt Retirements and Redemptions
The following debt was retired, through payment at maturity, during 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Month |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in Millions) |
|
Company |
|
Retired |
|
|
Type |
|
|
Interest Rate |
|
|
Maturity |
|
|
Amount |
|
|
MichCon |
|
May |
|
First Mortgage Bonds |
|
|
7.21 |
% |
|
May 2007 |
|
$ |
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Retirements
|
|
|
|
|
|
$ |
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 9 COMMITMENTS AND CONTINGENCIES
Environmental
Electric Utility
Air - Detroit Edison is subject to EPA ozone transport and acid rain regulations that limit
power plant emissions of sulfur dioxide and nitrogen oxides. In March 2005, EPA issued additional
emission reduction regulations relating to ozone, fine particulate, regional haze and mercury air
pollution. The new rules will lead to additional controls on fossil-fueled power plants to reduce
nitrogen oxide, sulfur dioxide and mercury emissions. To comply with these requirements, Detroit
Edison has spent approximately $875 million through 2006. We estimate Detroit Edison future capital
expenditures at up to $222 million in 2007 and up to $2 billion of additional capital expenditures
through 2018 to satisfy both the existing and proposed new control requirements.
Water In response to an EPA regulation, Detroit Edison is required to examine alternatives for
reducing the environmental impacts of the cooling water intake structures at several of its
facilities. Based on the results of the studies to be conducted over the next several years,
Detroit Edison may be required to install additional control technologies to reduce the impacts of
the water intakes. Initially, it was estimated that the Detroit Edison could incur up to approximately
$53 million over the three to five years subsequent to 2006 in additional capital expenditures to
comply with these requirements. However, a recent court decision remanded back to the EPA several
provisions of the federal regulation which may result in a delay in compliance dates. The decision
also raised the possibility that Detroit Edison may have to install cooling towers at some
facilities at a cost substantially greater than was initially estimated for other mitigative
technologies.
Contaminated Sites - Detroit Edison conducted remedial investigations at contaminated sites,
including two former manufactured gas plant (MGP) sites, the area surrounding an ash landfill and
several underground and aboveground storage tank locations. The findings of these investigations
indicated that the estimated cost to remediate these sites is approximately $11 million which was
accrued in 2006 and is expected to be incurred over the next several years. In addition, Detroit
Edison expects to make approximately $5 million of capital improvements to the ash landfill in
2007.
60
Gas Utility
Contaminated Sites - Prior to the construction of major interstate natural gas pipelines, gas for
heating and other uses was manufactured locally from processes involving coal, coke or oil. Gas
Utility owns, or previously owned, 15 such former MGP sites. Investigations have revealed
contamination related to the by-products of gas manufacturing at each site. In addition to the MGP
sites, we are also in the process of cleaning up other contaminated sites. Cleanup activities
associated with these sites will be conducted over the next several years.
The MPSC has established a cost deferral and rate recovery mechanism for investigation and
remediation costs incurred at former MGP sites. Accordingly, Gas Utility recognizes a liability and
corresponding regulatory asset for estimated investigation and remediation costs at former MGP
sites. During 2006, we spent approximately $2 million investigating and remediating these former
MGP sites. In December 2006, we retained multiple environmental consultants to estimate the
projected cost to remediate each MGP site. We accrued an additional $7 million in remediation
liabilities associated with former MGP holders and additional cleanup cost, to increase the reserve
balance to $41 million as of December 31, 2006, with a corresponding increase in the regulatory
asset. The reserve balance was $39 million at June 30, 2007.
Any significant change in assumptions, such as remediation techniques, nature and extent of
contamination and regulatory requirements, could impact the estimate of remedial action costs for
the sites and affect the Companys financial position and cash flows. However, we anticipate the
cost deferral and rate recovery mechanism approved by the MPSC will prevent environmental costs
from having a material adverse impact on our results of operations.
Other
Our non-utility affiliates are subject to a number of environmental laws and regulations
dealing with the protection of the environment from various pollutants. We are in the process of
installing new environmental equipment at our coke battery facilities in Michigan. We expect the
projects to be completed during 2008 at a cost of approximately $15 million. We believe our other
non-utility affiliates are substantially in compliance with all environmental requirements.
Guarantees
In certain limited circumstances, we enter into contractual guarantees. We may guarantee another
entitys obligation in the event it fails to perform. We may provide guarantees in certain
indemnification agreements. Finally, we may provide indirect guarantees for the indebtedness of
others. Below are the details of specific material guarantees we currently provide. Our other
guarantees are not individually material and total approximately $10 million at June 30, 2007.
Parent Company Guarantee of Subsidiary Obligations
We have issued guarantees for the benefit of various non-utility subsidiary transactions. In the
event that DTE Energys credit rating is downgraded below investment grade, certain of these
guarantees would require us to post cash or letters of credit valued at approximately $380 million
at June 30, 2007. This estimated amount fluctuates based upon commodity prices (primarily power
and gas) and the provisions and maturities of the underlying agreements.
Labor Contracts
There are several bargaining units for our represented employees. In July 2007, we reached an
agreement, pending ratification by bargaining unit members, on all substantive issues necessary to
reach a tentative agreement with the union representing 3,111 of our represented employees. In
addition, 975 employees are under contracts that expire in October 2007. The contracts of the
remaining represented employees expire at various dates in 2008 and 2009.
61
Purchase Commitments
Detroit Edison has an Energy Purchase Agreement to purchase steam and electricity from the
Greater Detroit Resource Recovery Authority (GDRRA). Under the Agreement, Detroit Edison will
purchase steam through 2008 and electricity through June 2024. In 1996, a special charge to income
was recorded that included a reserve for steam purchase commitments in excess of replacement costs
from 1997 through 2008. The reserve for steam purchase commitments totaling $27 million at June
30, 2007 is being amortized to fuel, purchased power and gas expense with non-cash accretion
expense being recorded through 2008. We annually purchased approximately $42 million of steam and
electricity in each of 2006, 2005 and 2004. We estimate steam and electric purchase commitments
from 2007 through 2024 will not exceed $386 million. In January 2003, we sold the steam heating
business of Detroit Edison to Thermal Ventures II, LP. Due to terms of the sale, Detroit Edison
remains contractually obligated to buy steam from GDRRA until 2008 and recorded an additional
liability of $63 million for future commitments. Also, we guaranteed bank loans of $12.5 million
that Thermal Ventures II, LP may use for capital improvements to the steam heating system. During
the six months ended June 30, 2007, we recorded a $6.8 million reserve related to the bank loan
guarantee.
As of June 30, 2007, we were party to numerous long-term purchase commitments relating to a variety
of goods and services required for our business. These agreements primarily consist of fuel supply
commitments and energy trading contracts. We estimate that these commitments will be approximately
$6.5 billion from 2007 through 2051. We also estimate that 2007 capital expenditures will be $1.5
billion. We have made certain commitments in connection with expected capital expenditures.
Bankruptcies
We purchase and sell electricity, gas, coal, coke and other energy products from and to
numerous companies operating in the steel, automotive, energy, retail and other industries.
Certain of our customers have filed for bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code. We regularly review contingent matters relating to these customers and our
purchase and sale contracts and we record provisions for amounts that we can estimate and are
considered at risk of probable loss. We believe our previously accrued amounts are adequate for
probable losses. The final resolution of these matters is not expected to have a material effect
on our financial statements.
Other Contingencies
Detroit Edison and DTE Coal Services Inc. are involved in a contract dispute with BNSF Railway
Company that was referred to arbitration. Under this contract, BNSF transports western coals east
for Detroit Edison and DTE Coal Services. We filed a breach of contract claim against BNSF for the
failure to provide certain services that we believe are required by the contract. We received a
partial decision from the arbitration panel in August 2007 which held that BNSF is required to
provide such services under the contract. A final decision, which will be subject to an appeal
process, is expected in the third quarter of 2007. While we believe that the arbitration panels
decision will be upheld if it is appealed, a negative decision on appeal could have an adverse
effect on our ability to grow the Coal Transportation and Marketing business as currently
contemplated.
We are involved in certain legal, regulatory, administrative and environmental proceedings before
various courts, arbitration panels and governmental agencies concerning claims arising in the
ordinary course of business. These proceedings include certain contract disputes, additional
environmental reviews and investigations, audits, inquiries from various regulators, and pending
judicial matters. We cannot predict the final disposition of such proceedings. We regularly
review legal matters and record provisions for claims we can estimate and are considered probable
of loss. The resolution of pending proceedings is not expected to have a material effect on our
operations or financial statements in the periods they are resolved.
62
See Note 2 for a discussion of contingencies related to synfuel operations and Note 6 for a
discussion of contingencies related to regulatory matters.
NOTE 10 SEGMENT INFORMATION
In 2006, we realigned the non-utility segment Power and Industrial Projects business unit to
separately present the Synthetic Fuel business and we separated the Fuel Transportation and
Marketing segment into Coal and Gas Midstream and Energy Trading. Based on the following structure,
we set strategic goals, allocate resources and evaluate performance:
Electric Utility
|
|
|
Consists of Detroit Edison, the companys electric utility whose operations include the
power generation and electric distribution facilities that service approximately 2.2
million residential, commercial and industrial customers throughout southeastern Michigan. |
Gas Utility
|
|
|
Consists of the gas distribution services provided by MichCon, a gas utility that
purchases, stores and distributes natural gas throughout Michigan to approximately 1.3
million residential, commercial and industrial customers, and Citizens Gas Fuel Company, a
gas utility that distributes natural gas to approximately 17,000 customers in Adrian,
Michigan. |
Non-Utility Operations
|
|
|
Coal and Gas Midstream, consisting of coal transportation and marketing, and gas
pipelines, processing and storage; |
|
|
|
|
Unconventional Gas Production, consisting of unconventional gas project development and
production; |
|
|
|
|
Power and Industrial Projects, consisting of projects that deliver energy and
utility-type products and services to industrial, commercial and institutional customers,
and biomass energy projects; |
|
|
|
|
Energy Trading, consisting of energy marketing and trading operations; and |
|
|
|
|
Synthetic Fuel, consisting of the operations of nine synfuel plants. |
Corporate & Other, primarily consisting of corporate staff functions and certain energy related
investments.
Prior period segment information has been reclassified to conform to the segment structure of the
current period.
Inter-segment billing for goods and services exchanged between segments is based upon tariffed or
market-based prices of the provider and primarily consists of power sales, gas sales and coal
transportation services in the following segments:
63
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Electric Utility |
|
$ |
5 |
|
|
$ |
15 |
|
|
$ |
9 |
|
|
$ |
31 |
|
Coal and Gas Midstream |
|
|
70 |
|
|
|
41 |
|
|
|
108 |
|
|
|
80 |
|
Unconventional Gas Production |
|
|
33 |
|
|
|
31 |
|
|
|
63 |
|
|
|
71 |
|
Energy Trading |
|
|
9 |
|
|
|
15 |
|
|
|
17 |
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
117 |
|
|
$ |
102 |
|
|
$ |
197 |
|
|
$ |
208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial data of the business segments follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Operating Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
1,210 |
|
|
$ |
1,175 |
|
|
$ |
2,304 |
|
|
$ |
2,225 |
|
Gas Utility |
|
|
311 |
|
|
|
234 |
|
|
|
1,185 |
|
|
|
1,111 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
247 |
|
|
|
146 |
|
|
|
474 |
|
|
|
314 |
|
Unconventional Gas Production (1) |
|
|
(287 |
) |
|
|
24 |
|
|
|
(259 |
) |
|
|
46 |
|
Power and Industrial Projects |
|
|
123 |
|
|
|
100 |
|
|
|
233 |
|
|
|
207 |
|
Energy Trading |
|
|
212 |
|
|
|
133 |
|
|
|
424 |
|
|
|
378 |
|
Synthetic Fuel |
|
|
262 |
|
|
|
189 |
|
|
|
529 |
|
|
|
463 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
557 |
|
|
|
592 |
|
|
|
1,401 |
|
|
|
1,408 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate & Other |
|
|
1 |
|
|
|
2 |
|
|
|
2 |
|
|
|
4 |
|
Reconciliation & Eliminations |
|
|
(125 |
) |
|
|
(108 |
) |
|
|
(208 |
) |
|
|
(218 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total From Continuing Operations |
|
$ |
1,954 |
|
|
$ |
1,895 |
|
|
$ |
4,684 |
|
|
$ |
4,530 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
(in Millions, except per share data) |
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Net Income (Loss) by Segment: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electric Utility |
|
$ |
60 |
|
|
$ |
57 |
|
|
$ |
100 |
|
|
$ |
116 |
|
Gas Utility |
|
|
(7 |
) |
|
|
(14 |
) |
|
|
60 |
|
|
|
36 |
|
Non-utility Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Coal and Gas Midstream |
|
|
11 |
|
|
|
10 |
|
|
|
23 |
|
|
|
23 |
|
Unconventional Gas Production (1) |
|
|
(211 |
) |
|
|
2 |
|
|
|
(209 |
) |
|
|
3 |
|
Power and Industrial Projects |
|
|
6 |
|
|
|
(1 |
) |
|
|
10 |
|
|
|
(24 |
) |
Energy Trading |
|
|
(13 |
) |
|
|
(23 |
) |
|
|
(12 |
) |
|
|
5 |
|
Synthetic Fuel |
|
|
37 |
|
|
|
(34 |
) |
|
|
75 |
|
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
& Other (2) |
|
|
502 |
|
|
|
(29 |
) |
|
|
472 |
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Continuing Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Utility |
|
|
53 |
|
|
|
43 |
|
|
|
160 |
|
|
|
152 |
|
Non-utility |
|
|
(170 |
) |
|
|
(46 |
) |
|
|
(113 |
) |
|
|
(6 |
) |
Corporate & Other |
|
|
502 |
|
|
|
(29 |
) |
|
|
472 |
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
385 |
|
|
|
(32 |
) |
|
|
519 |
|
|
|
104 |
|
Discontinued Operations |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(2 |
) |
Cumulative Effect of Accounting Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) |
|
$ |
385 |
|
|
$ |
(33 |
) |
|
$ |
519 |
|
|
$ |
103 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
2007 Operating Revenues and Net Loss include recognition of
losses on hedge contracts associated with the Antrim sale transaction. See
Note 4. |
(2) |
|
2007 Net Income results principally from the gain recognized
on the Antrim sale transaction. See Note 4. |
64
Other Information
Risk Factors
In addition to the risk factors discussed below and other information set forth in this
report, the risk factors discussed in Part 1, Item 1A. Company Risk Factors in DTE Energy Companys
2006 Form 10-K, which could materially affect the Companys businesses, financial condition and/or
future operating results, should be carefully considered. Additional risks and
uncertainties not currently known to the Company, or that are currently deemed to be immaterial,
also may materially adversely affect the Companys business, financial condition and/or future
operating results.
Our ability to utilize production tax credits may be limited. To reduce U.S. dependence on imported
oil, the Internal Revenue Code provides production tax credits as an incentive for taxpayers to
produce fuels from alternative sources. We have generated production tax credits from the synfuel,
coke battery, landfill gas recovery and gas production operations. We have received favorable
private letter rulings on all of the synfuel facilities. All production tax credits taken after
2003 are subject to audit by the Internal Revenue Service (IRS). If our production tax credits were
disallowed in whole or in part as a result of an IRS audit, there could be additional tax
liabilities owed for previously recognized tax credits that could significantly impact our earnings
and cash flows. The value of future credits generated may be affected by potential legislation.
Moreover, the opportunity to earn additional production tax credits related to the generation of
synfuels and recovery of landfill gas will expire at the end of 2007. The combination of IRS
audits of production tax credits, supply and demand for investment in credit producing activities
and potential legislation could have an impact on our earnings and cash flows. We have also
provided certain guarantees and indemnities in conjunction with the sales of interests in the
synfuel facilities.
This incentive provided by production tax credits is not deemed necessary if the price of oil
increases and provides significant market incentives for the production of these fuels. As such,
the tax credit in a given year is reduced if the Reference Price of oil within that year exceeds a
threshold price. The Reference Price of a barrel of oil is an estimate of the annual average
wellhead price per barrel for domestic crude oil. We project the yearly average wellhead price per
barrel of oil for the year to be approximately $6 lower than the NYMEX price for light,
sweet crude oil. The threshold price at which the credit begins to be reduced was set in 1980 and
is adjusted annually for inflation. For 2007, we estimate the threshold price at which the tax
credit would begin to be reduced is $56 per barrel and would be completely phased out if the
Reference Price reached $71 per barrel. As of June 30, 2007, the average NYMEX daily closing price
of a barrel of oil was approximately $66 for 2007, equating to an estimated Reference Price of $60,
which we estimate to be within the phase-out range.
A work interruption may adversely affect us. Unions represent approximately 5,300 of our employees.
A union choosing to strike as a negotiating tactic would have an impact on our business. There
are several bargaining units for our represented employees. In July 2007, we reached an agreement,
subject to ratification by bargaining unit members, on all substantive issues necessary to reach a
tentative agreement with the union representing 3,111 of our represented employees. In addition,
975 employees are under contracts that expire in October 2007. The contracts of the remaining
represented employees expire at various dates in 2008 and 2009. We are unable to predict the
effects a work stoppage would have on our costs of operation and financial performance.
Failure to successfully implement new processes and information systems could interrupt our
operations. Our businesses depend on numerous information systems for operations and financial
information and billings. We are in the midst of a multi-year Company-wide initiative to improve
existing processes and implement new core information systems. We launched the first phase of our
Enterprise Business Systems project in 2005. The second phase of implementation began in April
2007 and continued into the third quarter of 2007. Failure to successfully implement new processes
and new core information systems could interrupt our operations.
65
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information about Company purchases of equity securities that are
registered by the Company pursuant to Section 12 of the Securities Exchange Act of 1934 during the
quarter ended June 30, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
Total Number of |
|
|
Maximum Dollar |
|
|
|
Number |
|
|
|
|
|
|
Shares Purchased as |
|
|
Value that May Yet |
|
|
|
of Shares |
|
|
Average |
|
|
Part of Publicly |
|
|
Be Purchased Under |
|
|
|
Purchased |
|
|
Price Paid |
|
|
Announced Plans |
|
|
the Plans or |
|
Period |
|
(1) |
|
|
Per Share |
|
|
or Programs |
|
|
Programs (2) |
|
04/01/07 04/30/07 |
|
|
75,500 |
|
|
$ |
48.62 |
|
|
|
|
|
|
$ |
605,523,194 |
|
05/01/07 05/31//07 |
|
|
1,550 |
|
|
$ |
52.23 |
|
|
|
1,771,000 |
|
|
$ |
1,362,982,121 |
|
06/01/07 06/30/07 |
|
|
|
|
|
$ |
50.01 |
|
|
|
4,481,832 |
|
|
$ |
1,138,745,816 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
77,050 |
|
|
|
|
|
|
|
6,252,832 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Represents shares of common stock purchased on the open market to provide shares to
participants under various employee compensation and incentive programs. These purchases were not
made pursuant to a publicly announced plan or program. |
|
(2) |
|
In January 2005, the DTE Energy Board of Directors authorized the repurchase of up to $700
million of common stock through 2008. In May 2007, the DTE Energy Board of Directors authorized the
repurchase of up to an additional $850 million of common stock through 2009. Through June 30,
2007, repurchases of approximately $411 million of common stock were made under these
authorizations. These authorizations provide management with flexibility to pursue share
repurchases from time to time and will depend on actual and future monetizations, cash flows and
investment opportunities. |
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) |
|
The annual meeting of the holders of Common Stock of the Company was held on May 3, 2007.
Proxies for the meeting were solicited pursuant to Regulation 14(a). |
|
(b) |
|
There was no solicitation in opposition to the Board of Directors nominees, as listed in the
proxy statement, for directors to be elected at the meeting and all such nominees were
elected. |
|
|
|
The terms of the previously elected six directors listed below continue until the
annual meeting dates shown after each name: |
|
|
|
|
|
Lillian Bauder |
|
|
2008 |
|
Josue Robles, Jr. |
|
|
2008 |
|
Alfred R. Glancy III |
|
|
2009 |
|
John E. Lobbia |
|
|
2009 |
|
Eugene A. Miller |
|
|
2009 |
|
Charles W. Pryor, Jr. |
|
|
2009 |
|
On June 28, 2007, the Board of Directors of the Company elected W. Frank Fountain (effective
immediately) and Ruth G. Shaw (effective January 1, 2008) for a term expiring at the earlier of the
election or appointment of his or her successor or the 2008 Annual Shareholder Meeting.
|
(c) |
|
At the annual meeting of the holders of Common Stock of the Company held on May 3,
2007, four directors were elected to serve until the annual meeting in the year 2010 and
one director (James H. Vandenberghe) was elected to serve until the 2008 Annual
Shareholder Meeting with the votes shown: |
66
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Vote |
|
|
|
Total Vote |
|
|
Withheld |
|
|
|
For Each |
|
|
From Each |
|
|
|
Director |
|
|
Director |
|
Anthony F. Earley, Jr. |
|
|
134,068,248 |
|
|
|
3,233,388 |
|
Allan D. Gilmour |
|
|
134,409,097 |
|
|
|
2,892,539 |
|
Frank M. Hennessey |
|
|
134,763,600 |
|
|
|
2,538,036 |
|
Gail J. McGovern |
|
|
134,860,393 |
|
|
|
2,441,243 |
|
James H. Vandenberghe |
|
|
134,915,211 |
|
|
|
2,386,425 |
|
Shareholders ratified the appointment of Deloitte & Touche LLP as the Companys
independent registered public accounting firm for the year 2007 with the votes
shown:
|
|
|
|
|
|
|
|
|
|
|
|
For |
|
Against |
|
Abstain |
|
|
134,866,138 |
|
|
1,049,432 |
|
|
|
1,386,066 |
|
|
There were no shareholder proposals.
(d) Not applicable.
Other Information
The Company has determined that the 2006 Annual Report to Security Holders (Annual Report)
as furnished to the Securities and Exchange Commission on April 4, 2007 contains an error. The
DTE Consolidated Statement of Changes in Shareholders Equity and Comprehensive Income includes
a table detailing comprehensive income, and the amounts reported for
pension obligations in the 2006 column of that table are
incorrect due to erroneously including the effects of initially
adopting SFAS 158. The Companys Form 10-K filed with the Commission on
March 1, 2007 includes the correct version of the comprehensive
income table. Management also believes that sufficient detail exists
in the Annual Report to allow a financial statement user to
separately determine the adoption effect of SFAS 158 and other
changes in pension obligations. The error will
be corrected in the 2007 Annual Report to Security Holders furnished to the Commission in 2008.
Exhibits
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
Filed: |
|
|
31-33
|
|
Chief Executive Officer Section 302 Form 10-Q Certification |
31-34
|
|
Chief Financial Officer Section 302 Form 10-Q Certification |
|
|
|
Furnished: |
|
|
|
|
|
32-33
|
|
Chief Executive Officer Section 906 Form 10-Q Certification |
32-34
|
|
Chief Financial Officer Section 906 Form 10-Q Certification |
67
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
DTE ENERGY COMPANY
(Registrant)
|
|
Date: August 14, 2007 |
/s/ PETER B. OLEKSIAK
|
|
|
Peter B. Oleksiak |
|
|
Vice President, Controller and
Chief Accounting Officer |
|
|
68